TIDMIMAC
RNS Number : 7392R
Ingenious Media Active Capital Ltd
16 September 2014
For immediate release
16 September 2014
INGENIOUS MEDIA ACTIVE CAPITAL LIMITED
Audited Results for the year ended 31 March 2014
Ingenious Media Active Capital Limited ("IMAC" or "the Company")
today announces the audited results for the year ended 31 March
2014.
CHAIRMAN'S STATEMENT
I am pleased to present the eighth Annual Report and Accounts in
respect of Ingenious Media Active Capital Limited for the 12 months
ended 31 March 2014.
Shareholders will note that the Company has returned a loss of
GBP4,554,000 on a company standalone basis, comparing to a profit
of GBP8,277,000 for the prior year.
Investments
The Board completed a review of the Company's investment policy
in November 2013. The Manager is continuing to seek exits for the
remaining companies in IMAC's portfolio in a timely manner.
Following completion of the sale of its portfolio companies, the
Board intends to wind-up the Company and distribute the remaining
cash to Shareholders. The Board currently anticipates that it
should be in a position to put forward detailed proposals to
Shareholders at this year's Annual General Meeting (AGM) which is
expected to be held in October 2014. The Manager has therefore not
been considering any new investments.
The Company's net asset value per Share as at 31 March 2014 was
6.09 pence (including 5.56 pence of cash) compared to 19.27 pence
(including 6.07 pence of cash) at 31 March 2013.
A description of the market and the Company's investment
activities to date can be found in the Manager's Review which
follows this statement.
Realisation of Investments
The Manager has been successfully executing its policy of
selling investee companies at the appropriate time. DRG and Brand
Events were both sold in the year ended 31 March 2014, as was
IMAC's residual shareholding in Cream Holdings Limited, which was
held via Ingenious Ventures L.P. Since year-end, the Manager has
concluded the sale of the operating and trading subsidiaries of
Review Centre for GBP635,000 and brandRapport Group for GBP14,000
respectively.
Non-Consolidation of Investee Company Results under
International Financial Reporting Standards (IFRS)
In accordance with IFRS, the Company presented its financial
statements for the Company and consolidated financial statements
for the Group up to 30 September 2012. For the periods ended 31
March 2013 and beyond, IMAC has adopted IFRS 10 and under that
standard is classified as an investment entity as defined in IFRS
10 "Consolidated Financial Statements" and therefore is not
required to prepare and present consolidated financial statements.
Instead, IMAC accounts for its investments at fair value through
profit or loss in accordance with IAS 39 "Financial Instruments:
Recognition and Measurement", and only presents Company financial
statements.
Cash Distribution
In January 2014, a distribution of 10 pence per Share was made
to Shareholders. The Board keeps the level of cash on the balance
sheet under constant review. It is the Board's intention to
distribute surplus cash to Shareholders subject to a reserve for
contingencies and running costs (including for any costs or
liabilities that may need to be provided for during a winding-up
process) as and when appropriate. It is anticipated that a
distribution will be made soon after the appointment of the
administrator and a further distribution will be executed by the
Company's administrator approximately one year after their
appointment.
Mike Luckwell
Chairman
15 September 2014
MANAGER'S REVIEW
Market Review and Prospects
The Manager has sought to identify exits for the remaining
companies in the portfolio at the appropriate time. Individual
company performance remains subject to the impact of economic and
financial conditions.
Investment Activity
As mentioned in the Chairman's Statement, the Manager is no
longer making investments in new investee companies, but will
continue to manage the existing investee companies towards
exit.
Committed Funds
It should be noted that all outstanding funding commitments are
at the discretion of the Company and the Manager.
Portfolio Management
This Manager's Review contains all investments in which IMAC has
a significant interest. There are no further undrawn commitments to
other investments held by IMAC.
Investments
Whizz Kid Entertainment Limited
Whizz Kid Entertainment Limited (Whizz Kid) is an independent TV
production company formed by Malcolm Gerrie, former Chief Executive
and co-founder of Initial, which was sold in 1992 to what became
Endemol. Whizz Kid creates and produces audio-visual content across
a range of genres including music, events and entertainment. The
company is able to exploit opportunities in advertiser--funded
content through its investment in Precious Media Limited with Peter
Christiansen.
The failure of the BBC to re-commission Let's Dance led to a
disappointing year for Whizz Kid. Its unaudited accounts for the
year ended 31 March 2014 show that the company performed below
budget and was loss-making. Costs have been cut, including through
management salary sacrifices. Since year-end, the company has had
some success, including securing a two season re-commission of
reality TV show Ex on the Beach for MTV.
Digital Rights Group Limited
IMAC's ownership position in television distribution company DRG
was successfully sold to Sweden's Modern Times Group on 12 June
2013, producing an overall return on this investment for IMAC of
2.0x cash return on its original GBP8.3m investment. Subsequent to
the sale and IMAC receiving the full sales proceeds, Modern Times
Group claimed back GBP2.9m of the sales proceeds, in line with the
provisions as set out in the sale and purchase agreement. Grant
Thornton UK LLP was appointed as independent arbitrator, and found
that IMAC needs to repay GBP1.2m of the sales proceeds to Modern
Times Group. This amount has been accounted for in this set of
financial statements.
Brand Events Holdings Limited
A leader in the consumer exhibitions market, Brand Events
Limited, the trading company, has established a strong reputation
within the UK for successfully launching new consumer shows. The
company's established operating model borrows skills and techniques
from the entertainment, media and leisure sectors and combines them
with traditional exhibition skills. The company established two key
shows: the Taste Festivals, food festivals celebrating different
foods; and Top Gear Live, the Top Gear branded live motoring
theatre format.
Brand Events successfully sold the Taste Festivals business to
IMG in February 2013 for GBP5 million.
In October 2013, IMAC sold its entire interest in Brand Events,
other than a retained holding of loan notes, for GBP1m cash, which
has been paid in two equal instalments.
brandRapport Group Limited (formerly QobliQ Limited)
brandRapport Group Limited focused on sports sponsorship, sports
and consumer PR through its offices in London, Singapore and Hong
Kong. The group represented a number of high profile clients. In
December 2007, brandRapport Group Limited completed its first
acquisition of brandRapport Limited, an independent sponsorship
agency in the UK. IMAC invested an additional GBP2.8 million in
November 2008 in order for the company to acquire Arena
International Limited and Arena Sports Marketing Limited together
(Arena), a UK sponsorship consultancy specialising in football. The
acquisition of Arena, re-branded brandRapport Arena, extended
brandRapport's track record into football partnerships through its
work with the Barclaycard Premiership and FA Cup (E.ON). A further
investment of GBP0.5 million was made in May 2010 to fund the
acquisition of Fulford PR in Singapore, which focused on consumer
and sports PR in the region.
The impact of the financial crisis on sports sponsorship budgets
began to be felt by brandRapport soon after its acquisitions. As
the Manager is precluded from making further capital injections it
recommended to the Board that a management buy-out (MBO) of trading
subsidiaries Passhold Limited and Fulford Public Relations Pte for
a total consideration of GBP14,000 was the only exit available for
the Company. On 30 June 2014 this sale concluded and brandRapport
Group is now being wound-up.
Review Centre Limited
Review Centre Limited (www.reviewcentre.com), a
consumer-generated review site, was acquired in June 2008 by IMAC
in a management buy-in deal.
In April 2014, Resource Team Limited, the 100% owned operating
subsidiary of Review Centre was sold through an MBO. Consideration
comprised GBP100,000 in cash, which was paid to Review Centre.
Review Centre is now being wound-up and IMAC received GBP635,000 in
total as repayment for its interest in the company's loan
stock.
Ingenious Ventures L.P.
IMAC's last active investment via IVLP - its residual
shareholding in Cream Holdings Limited - was sold in May 2013 for
GBP387,000.
Ingenious Ventures
15 September 2014
Statement of Comprehensive Income
for the year ended 31 March 2014
Year ended
31 March
2014 Year ended 31 March 2013
Note GBP '000 GBP '000
Revenue 1e 139 172
Other operating expenses 1f (811) (714)
Investment revenue 1e 55 69
Fair value (loss)/gain on investments in subsidiaries 1c, 6 (4,221) 7,136
Gain on disposal of investments 6 387 1,843
Investment management fees 16 (103) (229)
(Loss)/profit before taxation 2 (4,554) 8,277
Income tax expense 4 - -
(Loss)/profit for the year (4,554) 8,277
------------------------------------------------------------ ------ ----------- -------------------------
(Loss)/profit per Share (basic and diluted pence per Share) 5 (3.18) 5.78
------------------------------------------------------------ ------ ----------- -------------------------
All income is attributable to the Ordinary Shareholders of the
Company unless otherwise stated.
All revenue and expenses are derived from continuing operations
unless otherwise stated.
The notes are an integral part of these financial
statements.
Statement Of Financial Position
as at 31 March 2014
Year ended Year ended
31 March 31 March
2014 2013
Note GBP '000 GBP '000
----------------------------------- ----- ----------- -----------
Assets
Investments at fair value through
profit or loss 6 2,150 19,006
Trade and other receivables 7 24 33
Cash and cash equivalents 8 7,964 8,689
10,138 27,728
Liabilities
Trade and other payables 9 (1,421) (136)
Net assets 8,717 27,592
----------------------------------- ----- ----------- -----------
Equity
Share premium account 12 - 6,530
Distributable reserve 13 62,872 70,663
Shares held in treasury 11 (515) (515)
Retained deficit (53,640) (49,086)
----------------------------------- ----- ----------- -----------
Total equity 8,717 27,592
----------------------------------- ----- ----------- -----------
Net Asset Value (basic and diluted
pence per Share) 14 6.09 19.27
----------------------------------- ----- ----------- -----------
The notes are an integral part of these financial
statements.
The financial statements were approved by the Board and
authorised for issue on 15 September 2014.
Signed on behalf of the Board:
David Jeffreys Serena Tremlett
Director Director
STATEMENT OF CHANGES IN EQUITY
for the year ended 31 March 2014
Share
premium Shares
account Distribut-able held Retained Total
GBP reserves in treasury deficit equity
Note '000 GBP '000 GBP '000 GBP '000 GBP '000
---------------------------- ------ --------- --------------- ------------- ---------- ----------
Balance at 1 April 2013 6,530 70,663 (515) (49,086) 27,592
Retained loss for the year - - - (4,554) (4,554)
Capital distribution 12,13 (6,530) (7,787) - - (14,317)
Capital distribution costs 12,13 - (4) - - (4)
Balance at 31 March 2014 - 62,872 (515) (53,640) 8,717
---------------------------- ------ --------- --------------- ------------- ---------- ----------
for the year ended 31 March 2013
Share
premium Shares Retained
account Distribut-able held deficit Total
GBP reserves in treasury GBP equity
Note '000 GBP '000 GBP '000 '000 GBP '000
------------------------------ ----- --------- --------------- ------------- --------- ----------
Balance at 1 April 2012 20,860 70,663 (515) (57,363) 33,645
Retained profit for the year - - - 8,277 8,277
Capital distribution 12 (14,317) - - - (14,317)
Capital distribution costs 12 (13) - - - (13)
Balance at 31 March 2013 6,530 70,663 (515) (49,086) 27,592
------------------------------ ----- --------- --------------- ------------- --------- ----------
The notes on are an integral part of these financial
statements.
STATEMENT OF CASH FLOWS
for the year ended 31 March 2014
Year ended Year ended
31 March 31 March
2014 2013
Note GBP '000 GBP '000
-------------------------------------------- ----- ----------- -----------
Net cash flow from operating activities 574 (434)
-------------------------------------------- ----- ----------- -----------
Investing activities
Additional investment in existing portfolio 6 - (2,379)
Disposal of investments 6 13,022 19,462
Net cash flow from investing activities 13,022 17,083
-------------------------------------------- ----- ----------- -----------
Financing activities
12,
Capital distribution 13 (14,317) (14,317)
12,
Capital distribution costs 13 (4) (13)
Net cash flow from financing activities (14,321) (14,330)
-------------------------------------------- ----- ----------- -----------
Net (decrease)/increase in cash and
cash equivalents (725) 2,319
-------------------------------------------- ----- ----------- -----------
Cash and cash equivalents at beginning
of the year 8,689 6,370
-------------------------------------------- ----- ----------- -----------
Cash and cash equivalents at the end
of the year 7,964 8,689
-------------------------------------------- ----- ----------- -----------
Cash flow from operating activities
(Loss)/profit before taxation (4,554) 8,277
Fair value loss/(gain) on investments
in subsidiaries 6 4,221 (7,136)
Gain on disposal of investments 6 (387) (1,843)
Decrease in amounts receivable 9 301
Increase/(decrease) in amounts payable 1,285 (33)
Net cash flow from operating activities 574 (434)
-------------------------------------------- ----- ----------- -----------
The notes on are an integral part of these financial
statements.
NOTES TO THE FINANCIAL STATEMENTS
for the year ended 31 March 2014
1. Summary of significant accounting policies
Reporting entity
IMAC is a closed-end investment company with limited liability
formed under the Companies Law and its Shares are admitted to
trading on AIM. The Company was incorporated on 17 February 2006
and dealings on AIM commenced on 11 April 2006. The Company's
registered office is Old Bank Chambers, La Grande Rue, St Martin's,
Guernsey, GY4 6RT. The Group is defined as the Company and its
subsidiaries.
Basis of preparation
This set of financial statements of the Company have been
prepared in accordance with IFRS, which comprise standards and
interpretations approved by the International Accounting Standards
Board (the IASB), and International Accounting Standards and
Standing Interpretations Committee interpretations approved by the
International Accounting Standards Committee (IASC) that remain in
effect, together with applicable legal and regulatory requirements
of Guernsey Law and the AIM Rules.
The financial statements have been prepared on the historical
cost basis, as modified by the measurement at fair value of
investments and financial instruments.
IMAC early adopted IFRS 10 "Consolidated Financial Statements"
in the 31 March 2013 Annual Report and Accounts.
Under the revised IFRS 10, IMAC is classified as an investment
entity and therefore is not required to prepare and present
consolidated financial statements. Instead, IMAC accounts for its
investments at fair value through profit or loss in accordance with
IAS 39 "Financial Instruments: Recognition and Measurement".
IMAC has always presented separate and consolidated financial
statements, hence this does not constitute a change in accounting
policy under IAS 8 "Accounting Policies, Changes in Accounting
Estimates and Errors".
Going concern
As stated in the Chairman's Statement, the Manager will continue
to seek exits for the remaining companies in the portfolio of
investments and further returns of capital will be made as and when
the Board considers appropriate. The Board expects this process to
complete in the next 12 months.
The financial statements have therefore been prepared on a basis
other than going concern. However, there is no change in the
accounting treatment of transactions compared to previous
periods/years.
The Company has adequate cash resources to fund the operating
expenses of the Company until such time that the remaining
investments have been disposed of and the Company wound up. The
cash levels will be closely monitored over the next 12 months to
ensure adequate cash levels for payment of creditors should the
wind up process stretch beyond the expected 12 month period. In the
meantime, further returns of capital will only be made when the
Board considers it appropriate.
Use of estimates
The preparation of the financial statements requires management
to make estimates and assumptions that affect the reported amounts
of assets, liabilities, and contingencies at the date of the
Company's financial statements, and revenue and expenses during the
reporting period. Actual results could differ from those estimated.
A significant estimate in the Company's financial statements
includes the amounts recorded for the fair value of the
investments. By its nature, these estimates and assumptions are
subject to measurement uncertainty and the effect on the Company's
financial statements of changes in estimates in future periods
could be significant. In the current economic conditions the number
of transactions and market prices are depressed. In these
circumstances the fair value of the Company's investments cannot be
estimated as easily as when there are greater levels of market
activity.
The current market conditions are such that some of the
Company's investments remain loss making and may require further
cash injections in the future. However, the Manager does not intend
to make any further investments in existing investee companies and
has therefore implemented measures to reduce operating costs and
stimulate revenue growth for these investments in order to limit
future funding requirements and increase investment value with a
view to realisation in an orderly fashion over an extended period.
As explained in note 1c, the valuations undertaken by the Company
are based upon a mixture of bases using revenue, earnings and
contribution multiples, net assets, cash and committed sale price,
if agreed, in light of the measures noted above.
Financial instruments
Financial assets
Financial assets are divided into the following categories:
-- loans and receivables, including cash and cash equivalents; and
-- fair value through profit or loss.
Financial assets are assigned to the different categories on
initial recognition depending on the characteristics of the
instrument and its purpose. A financial instrument's category is
relevant for the way it is measured and whether resulting income
and expenses are recognised in the Statement of Comprehensive
Income or charged directly against equity. All income and expenses
in respect of financial assets held by the Company in the period
under review are recognised in the Statement of Comprehensive
Income. Generally the Company recognises all financial assets using
trade date accounting. An assessment of whether the value of a
financial asset is impaired is made at least at each reporting
date. All income relating to financial assets is recognised in the
Statement of Comprehensive Income under the heading "revenue" and
interest payable is recognised under the heading "finance
costs".
The Company's loans and receivables comprise trade and other
receivables in the Statement of Financial Position.
Cash and cash equivalents include cash and deposits held on call
with banks.
Loans and receivables are non-derivative financial assets with
fixed or determinable payments that are not quoted in an active
market.
The Company's trade and other receivables are initially
recognised at fair value and subsequently measured at amortised
cost, using the effective interest method. Discounting is omitted
where its effect is immaterial. Individual receivables are
considered for impairment when they are overdue or when there is
objective evidence that the debtor will default.
Financial assets at fair value through profit or loss include
financial assets that are classified as held for trading. The
Company's remaining financial assets fall into this category and
include its investment in investee companies. Fair values of
securities listed in active markets are determined by the current
bid prices. Where independent prices are not available, fair values
have been determined with reference to financial information
available at the time of the original investment updated to reflect
all relevant changes to that information at the reporting date.
This may include, among other factors, changes in the business
outlook affecting a particular investment, performance of the
underlying business against original projections and valuations of
similar quoted companies.
Financial liabilities
Financial liabilities are divided into the following
categories:
-- other financial liabilities; and
-- fair value through profit or loss.
Other financial liabilities include the Company's trade and
other payables and are initially recognised at fair value and
subsequently measured at amortised cost, using the effective
interest method.
Financial liabilities at fair value through profit or loss are
carried on the Statement of Financial Position at fair value
determined by current market prices.
Fair value measurement hierarchy
IFRS 13, "Fair Value Measurements", requires certain disclosures
which require a classification of financial assets and liabilities
measured at fair value using a fair value hierarchy that reflects
the significance of the inputs used in making the fair value
measurement.
IFRS 13 establises a single source of guidance under IFRS for
all fair value measurements. IFRS 13 does not specify when an
entity is required to use fair value, but rather provides guidance
on how to measure fair value under IFRS. IFRS 13 defines fair value
as an exit price and requires additional disclosures. Application
of IFRS 13 has not materially impacted the fair value measurements
of the Company.
In accordance with the provisions of IFRS 13, the Company has
applied IFRS 13 prospectively and has not provided comparative
information for new disclosures. The Company provides these
disclosures in note 6.
Fair value is defined under IFRS 13 as the price that would be
received to sell an asset or paid to transfer a liability in an
orderly transaction between market participants at the measurement
date. The fair value measurement is based on the presumption that
the transaction to sell the asset or transfer the liability takes
place either:
(i) in the principal market for the asset or liability, or
(ii) in the absence of a principal market, in the most
advantageous market for the asset or liability.
The principal or the most advantageous market must be accessible
by the Company. The fair value of an asset or liability is measured
using two assumptions that market participants would use when
pricing the asset or liability, assuming that market participants
act in their economic best interest.
Assets and liabilities measured at fair value are classified
into the one of the following categories:
-- level 1 - quoted prices (unadjusted) in active markets for identical assets or liabilities;
-- level 2 - inputs other than quoted prices included within
level 1 that are observable for the asset or liability either
directly (i.e. as prices) or indirectly (i.e. derived from prices);
and
-- level 3 - inputs for the asset or liability that are not
based on observable market data (unobservable inputs).
The level in the fair value hierarchy of the financial asset or
liability is determined on the basis of the lowest level input that
is significant to the fair value measured. Financial assets and
liabilities are classified in their entirety into only one of the
three levels.
The table summarising the fair value hierarchy as of 31 March
2014 in valuing the Company's investments carried at fair value is
shown as below:
2014 2013
GBP '000 GBP '000
--------- --------- ---------
Level 1 - -
Level 2 - -
Level 3 2,150 19,006
--------- --------- ---------
2,150 19,006
--------- --------- ---------
Principal accounting policies
a. Basis of non-consolidation
In accordance with IFRS, the Company presented its financial
statements for the Company and consolidated financial statements
for the Group up to 30 September 2012. For the periods ended 31
March 2013 and beyond, IMAC is classified as an investment entity
as defined in IFRS 10 "Consolidated Financial Statements", as it
meets the criteria stated in the standard, and therefore is not
required to prepare and present consolidated financial statements.
Instead, IMAC accounts for its investments at fair value through
profit or loss in accordance with IAS 39 "Financial Instruments:
Recognition and Measurement, and only presents Company financial
statements.
b. Functional currency
Items included in the financial statements of the Company are
measured using the currency of the primary economic environment in
which the entity operates (the functional currency). The financial
statements are presented in GBP (GBP), which is the Company's
functional and presentational currency.
Transactions in currencies other than sterling are translated at
the foreign exchange rate ruling on the date of the transaction.
Monetary assets and liabilities denominated in foreign currencies
at the year end are translated into sterling at the exchange rate
ruling at that date. Foreign exchange differences arising on
translation are recognised in the Statement of Comprehensive
Income. Non-monetary assets and liabilities that are measured in
terms of historical cost in a foreign currency are translated using
the exchange rate at the date of the transaction. Non-monetary
assets and liabilities denominated in foreign currencies that are
stated at fair value are translated into sterling at foreign
exchange rates ruling at the dates the fair value was
determined.
c. Financial assets at fair value through profit or loss
Investments, including equity and loan investments, including
subsidiaries, are designated as fair value through profit or loss
in accordance with International Accounting Standard 39 (IAS 39)
"Financial Instruments: Recognition and Measurement", as the
Company is an investment company whose business is investing in
financial assets with a view to profiting from their total return
in the form of interest and changes in fair value. Investments are
initially recognised at cost. The investments are subsequently
re-measured at fair value, as determined by the Directors.
Unrealised gains or losses arising from the revaluation of
investments are taken directly to the Statement of Comprehensive
Income.
Fair value is determined as follows:
Unquoted securities are valued based on the realisation value
which is estimated by the Directors with prudence and good faith.
The Directors will take into account the guidelines and principles
for valuation of investee companies set out by the International
Private Equity and Venture Capital association, with particular
consideration of the following factors:
-- Fair value is the amount for which an asset could be
exchanged between knowledgeable, willing parties in an arm's length
transaction.
-- In estimating fair value for an investment, the Company will
apply a methodology that is appropriate in light of the nature,
facts and circumstances of the investment and its materiality in
the context of the total investment portfolio and will use
reasonable assumptions and estimations.
-- An appropriate methodology incorporates available information
about all factors that are likely to materially affect the fair
value of the investment. The valuation methodologies are applied
consistently from period to period, except where a change would
result in a better estimate of fair value. Any changes in valuation
methodologies will be clearly disclosed in the financial
statements.
The most widely used methodologies are listed below. In
assessing which methodology is appropriate, the Directors are
predisposed towards those methodologies that draw upon market-based
measures of risk and return.
-- Cost of recent investment
-- Earnings multiple
-- Net assets
-- Available market prices
-- Agreed Contract Price
Gains or losses arising from changes in the fair value of the
'financial assets at fair value through profit or loss' category
are presented in the Statement of Comprehensive Income in the
period in which they arise.
The Company has determined that the valuations are most
sensitive to changes in the following key assumptions:
-- Annual budgets and cash flow projections for each individual
investment. These are based on actual budgets and cash flows and
projections discussed with and approved by management for a period
of one year to five years depending on the investment;
-- Comparable earnings multiples. A number of investments may be
valued using comparable listed and other industry multiples which
range depending on the investment.
As a result of the above basis of valuation, there is
significant judgement associated with the valuation of
investments.
The investments in brandRapport and Review Centre have been
valued at the agreed contract price, whereas the investments in
Whizz Kid and Brand Events have been valued based on the Directors'
best estimate of the recoverable amount, taking into account the
net assets and the earnings potential of the investment.
d. Arrangement fees
Under the terms of the investment agreements between the Company
and its investee companies, the investee companies are required to
pay to the Company an arrangement fee in consideration for its
services in arranging financing for the investee company. In
accordance with IAS 39, this arrangement fee is deducted from the
cost of the investment. A corresponding increase in the fair value
of the investment is then recorded so that the investment is valued
at the gross amount paid.
e. Revenue recognition
Revenue is measured at the fair value of the consideration
received or receivable and represents amounts receivable for
services provided in the normal course of business, net of
discounts, VAT and other sales-related taxes. Where appropriate,
revenue is recorded in the Statement of Comprehensive Income on the
basis that there is a legally binding contract in place and there
is virtual certainty of fulfilment of any conditionality attached
to the contract.
Interest income is included on an accruals basis using the
effective interest method.
Dividend income from investments is recognised when the
Company's right to receive payment has been established.
f. Expenses
All expenses are accounted for on an accruals basis. Expenses
are charged through the Statement of Comprehensive Income except
where they relate to capital expenditure or the raising and
maintenance of capital.
g. Trade and other receivables
Trade and other receivables are initially recognised at fair
value. A provision for impairment of trade receivables is
established when there is objective evidence the Company will not
be able to collect all amounts due according to the original terms
of the receivables.
h. Cash and cash equivalents
Cash and cash equivalents comprise cash in bank, on-demand
deposits and other short-term highly liquid investments that are
readily convertible to a known amount of cash and are subject to an
insignificant risk of change in value.
i. Trade and other payables
Trade and other payables are initially recognised at fair value
and subsequently, where necessary, re-measured at amortised cost
using the effective interest method.
j. Financial instruments
Financial assets and financial liabilities are recognised in the
Statement of Financial Position when the Company becomes a party to
the contractual provisions of the instrument.
k. Equity instruments
Equity instruments issued by the Company are recorded as the
proceeds are received, net of direct issue costs.
2. (Loss)/profit before taxation
The (loss)/profit before taxation has been arrived at after
charging:
Year ended 31 March 2014 Year ended 31 March 2013
GBP '000 GBP '000
------------------------- ------------------------- -------------------------
Directors' fees 130 130
Bad debts - written off 59 96
Auditor - remuneration 79 86
------------------------- ------------------------- -------------------------
3. Operating segments
The information in this note has been prepared using the
definition of an operating segment in IFRS 8: "Operating Segments".
The Company determines and presents the information that is
provided internally to the Directors to enable them to assess
performance and allocate resources.
The chief operating decision-maker has been identified as the
Board, which reviews the Company's internal reporting in order to
assess performance and allocate resources. The Board has determined
the operating segments based on these reports.
As an investment company, the Company's primary focus is on the
performance of its investment portfolio. Whilst there are a number
of individual investments included in this portfolio, performance
is reviewed for the portfolio as a whole on the basis of its fair
value.
The Directors believe that the Company is engaged in a single
segment of business of holding investments in media and
entertainment companies, operating solely from Guernsey and
therefore the Directors only recognise a single class of asset. The
information reviewed by the Board includes summarised financial
information for each investment in the portfolio, however, this is
not sufficiently detailed to provide any segmental analysis and
hence only a single segment has been identified.
4. Income tax expense
The Company has been granted exemption from income tax in
Guernsey under the Income Tax (Exempt Bodies) (Bailiwick of
Guernsey) Ordinance 1989, and is liable to pay an annual fee
(currently GBP600) under the provisions of the Ordinance. As such
it will not be liable to income tax in Guernsey other than on
Guernsey source income (excluding deposit interest on funds
deposited with a Guernsey bank). No withholding tax is applicable
to distributions to Shareholders by the Company.
5. (Loss)/profit per Share
The calculation of basic and diluted return per Share is based
on the return on ordinary activities and on 143,168,463 Ordinary
Shares (excluding Shares held in treasury of 1,233,939) (year ended
31 March 2013: 143,168,463 (excluding Shares held in treasury of
1,233,939)), being the weighted average number of Shares for the
purpose of the earnings per Share calculation.
There are no dilutive potential Ordinary Shares, including
convertible instruments, in issue for the Company. The basic return
per Share is therefore the same as the diluted return per
Share.
6. Investments at fair value through profit and loss
2014 2013
GBP '000 GBP '000
------------------------------------------------ ---------- ----------
Opening fair value at the beginning
of the year 19,006 27,110
Additional investment in existing subsidiaries - 2,379
Disposal proceeds (13,022) (15,762)
Return of investment - (3,700)
Gain on sale of investment 387 1,843
Fair value adjustment (4,221) 7,136
------------------------------------------------ ---------- ----------
Closing fair value at the end of the
year 2,150 19,006
------------------------------------------------ ---------- ----------
Disposal proceeds for the year ended 31 March 2014 relate to the
deferred proceeds from the sale of Taste Festivals, a division of
Brand Events Holdings Limited (GBP148k), additional liquidation
proceeds from Trinity Universal Holdings Limited (GBP238k), as well
as the disposal proceeds from the sale of the Company's holding in
IVLP (GBP387k), DRG (GBP11,249k) and Brand Events (GBP1,000k).
An investee company is classified as a subsidiary where the
Company can achieve control either:
-- by obtaining more than 50 per cent. of the equity of the investee company; or
-- where there is sufficient power to govern the financial and
operating policies of the investee company so as to obtain the
economic benefits from its activities.
Unquoted investments were valued based on the realisation value
which is estimated by the Directors in prudence and good faith. The
Directors took into account the guidelines and principles for
valuation of investee companies set out by the International
Private Equity and Venture Capital Association. The Directors are
of the opinion that the valuations are the best estimate of fair
value in accordance with the requirements of IFRS 13. Movement in
fair value are included in the Statement of Comprehensive
Income.
The Manager prepares a valuation of each investment on a
quarterly basis which forms the basis for discussion at each Board
Meeting. The valuations are discussed and agreed by the Board.
Restriction of payments from Investee Companies to IMAC
There are no restrictions on any investee companies to transfer
cash to the Company.
Realisation of Investments
The Manager has been successfully executing its policy of
selling investee companies at the appropriate time. DRG was sold in
June 2013 and Brand Events in October 2013. Post 31 March 2014, the
Manager also sold Review Centre and brandRapport. More details are
contained in note 17.
Paid
Paid as as at
% of Country Full at 31 31 March
Name of Class class of Principal commitment March 2013
investment of share held incorpo-ration activity GBP'000 2014 GBP'000 GBP'000
---------------- ------------ ------- --------------- --------------- --------------- -------------- ----------
Whizz Kid
Entertainment Television
Limited Ordinary 47.3% UK production 4,250 2,750 2,750
---------------- ------------ ------- --------------- --------------- --------------- -------------- ----------
brandRapport Marketing
Group Limited Preference 86.1% UK services 12,867 12,867 12,867
---------------- ------------ ------- --------------- --------------- --------------- -------------- ----------
Review Centre Internet/new
Limited Ordinary 71.5% UK media 7,034 7,034 7,034
---------------- ------------ ------- --------------- --------------- --------------- -------------- ----------
Brand Events Consumer
Holdings Events
Limited N/A - UK Business 1,500 1,500 1,500
---------------- ------------ ------- --------------- --------------- --------------- -------------- ----------
Total 25,651 24,151 24,151
----------------------------- ------- --------------- --------------- --------------- -------------- ----------
The addresses of each of the abovementioned subsidiaries are set
out in the table below:
Whizz Kid Entertainment 4 Kingly Street, London, W1B 5PE, UK
Limited
------------------------ ------------------------------------------------
brandRapport Group 5 New Street Square, London, EC4A 3TW, UK
Limited
------------------------ ------------------------------------------------
Review Centre Limited Goodwin House, 5 Union Court, Richmond, Surrey,
TW9 1AA, UK
------------------------ ------------------------------------------------
Brand Events Holdings 4th Floor, Earl's Court Exhibition Centre,
Limited Warwick Road, London, SW5 9TA, UK
------------------------ ------------------------------------------------
The investments in brandRapport and Review Centre have been
valued at the agreed contract price, whereas the investments in
Whizz Kid and Brand Events have been valued based on the Directors'
best estimate of the recoverable amount, taking into account the
net assets and the earnings potential of the investment.
7. Trade and other receivables
2014 2013
GBP '000 GBP '000
------------------------- --------- ---------
Trade receivables 16 24
Prepayments and accrued
income 8 9
24 33
------------------------- --------- ---------
8. Cash and cash equivalents
Cash and cash equivalents held by the Company amount to
GBP7,964k (year ended 31 March 2013: GBP8,689k). Cash and cash
equivalents comprise cash and short-term bank deposits with an
original maturity of three months or less. The cash equivalents are
currently invested in quoted cash funds. The carrying amount of
these assets approximates to their fair value.
9. Trade and other payables
2014 2013
GBP '000 GBP '000
------------------------------ --------- ---------
Trade payables 81 70
Accruals and deferred income 1,340 66
------------------------------ --------- ---------
1,421 136
------------------------------ --------- ---------
Following the sale of DRG to Modern Times Group in June 2013,
Modern Times Group issued a claim for GBP2.9m in accordance with
the sale and purchase agreement. The Directors of IMAC disputed the
claim, and an arbitration process lead by Grant Thornton UK LLP was
launched. Grant Thornton UK LLP's finding was that the Company was
due to pay an amount of GBP1.2m to Modern Times Group. This amount
has been included in accruals and deferred income above.
10. Share capital
31 March 2014 31 March 2013
Authorised Share capital No. No.
Ordinary Shares of no par value Unlimited Unlimited
-------------------------------- ------------- -------------
Issued and fully paid No. No.
-------------------------------- ------------- -------------
Ordinary Shares of no par value 144,402,402 144,402,402
-------------------------------- ------------- -------------
Share options
On 4 April 2006, 750,000 Share options were issued in respect of
ongoing services, granting rights to Neil Blackley to subscribe for
750,000 Ordinary Shares. On 24 January 2008, Mike Luckwell was
awarded 750,000 Share options.
The Share options had an exercise price equal to the placing
price (GBP1) and vested over five years, (one fifth of the options
vested each year). The Share options will expire ten years from
each date of grant unless there is an early expiration in
accordance with the terms of each grant.
11. Shares held in treasury
The Company held 1,233,939 Ordinary Shares purchased at an
average price of 41.72 pence in 2009.
31 March 2014 31 March 2013
Shares held in treasury No. No.
Ordinary Shares of no par value 1,233,939 1,233,939
-------------------------------- ------------- ---------------
12. Share premium account
2014 2013
GBP '000 GBP '000
Balance at the beginning of the year 6,530 20,860
Capital distribution (6,530) (14,317)
Capital distribution costs - (13)
------------------------------------- ---------- ----------
Balance at the end of the year - 6,530
------------------------------------- ---------- ----------
Following a strategic review of the Company, the Board proposed
changes to the Company's investing policy, the Investment
Management Agreement, its Articles, and a reduction of capital. The
proposed changes were approved by the Shareholders at an
Extraordinary General Meeting on 12 May 2010.
The new Articles of the Company were adopted in order to extend
the duration of the life of the Company to at least the eighth
anniversary following Admission; and to allow greater freedom for
the Company to distribute both income and capital to Shareholders.
The term of the Investment Management Agreement was initially
extended for a further three years and then another 6 months
thereafter so that it expires no earlier than 11 October 2014
(rather than 11 April 2011). The Investment Management Agreement
was also changed to permit the Manager (and its subsidiaries and
associated companies) to make investments for itself, or on behalf
of its clients or other funds it may manage that would otherwise be
caught within the Current Investing Policy.
The investing policy was amended to halt any new investments,
other than investments relating to the investee companies and to
remove the investment restriction which prevents more than 15 per
cent. of the Company's net assets being invested in any one
investee company at the time of that investment. Subject to
Companies Law and the Company's ongoing working capital
requirements, the revised investing policy permits the Company to
make distributions to Shareholders as and when the appropriate
situations arise following the realisation of its investee
companies.
It was agreed to return cash to Shareholders in an amount of
GBP50.1 million in May 2010, GBP14.3 million in September 2012 and
GBP14.3 million in January 2014, by way of a reduction of the
Company's Share Capital (the Returned Capital). The Returned
Capital was distributed to Shareholders on 28 May 2010, 19
September 2012 and 10 January 2014 respectively via the Share
Premium account and the Distributable reserve account (note
13).
13. Distributable reserve
2014 2013
GBP '000 GBP '000
--------------------------------------------- ------------------------------- ------------------------
Balance at the beginning and end of the year 70,663 70,663
Capital distribution (7,787) -
Capital distribution costs (4) -
--------------------------------------------- ------------------------------- ------------------------
Balance at the end of the year 62,872 70,663
--------------------------------------------- ------------------------------- ------------------------
14. Net Asset Value per Share
No. of Shares Pence
------------------ ------------- -----
31 March 2014
Ordinary Shares
Basic and diluted 143,168,463 6.09
------------------ ------------- -----
31 March 2013
Ordinary Shares
Basic and diluted 143,168,463 19.27
------------------ ------------- -----
There are no dilutive potential Ordinary Shares, including
convertible instruments, in issue for the Company. The basic return
per Share is therefore the same as the diluted return per
Share.
15. Financial risk factors
The investment strategy of the Company was to make equity, debt
or convertible investments in a broad range of growth companies
within the media sector, with a view to achieving a balanced
portfolio covering a number of subsectors and which is varied in
terms of size and risk profile. Consistent with that objective, the
Company's financial instruments mainly comprised of investments in
unlisted companies. In addition the Company holds cash and cash
equivalents as well as having trade and other receivables and trade
and other creditors that arise directly from its operations.
The main risks arising from the Company's financial instruments
are country and currency risk, liquidity risk, credit risk, market
risk, interest rate risk and concentration risk.
Country and currency risk
In January 2012 the Financial Reporting Council issued an update
to directors of listed companies entitled "Responding to increased
country and currency risk in financial reports". The update aimed
to draw directors' attention to some of the more significant issues
they may need to consider in order to provide a balanced and
understandable assessment of the Company's position and prospects
in the context of increased country and currency risk in financial
reports to Shareholders.
The Directors and the Manager actively manage the Company's
portfolio of investments and assets, exposures, performance and
market data and reposition investments to remain in line with the
investment policy and risk appetite of the Company and its
Shareholders.
Where deemed necessary, the Company covers any currency exposure
with specific currency instruments such as forward contracts. As
far as possible, the Company makes use of hedging of currency by
receiving cash in the foreign currency and making associated
payments in the foreign currency.
The majority of the Company's transactions are in Pound
Sterling, but there may also be transactions from time to time that
are in other currencies such as the Euro and Australian
Dollars.
No impairment provision has been made against assets or
liabilities of the Company as the Directors believe the risk of
material loss as a result of country and currency exposure is
minimal.
Liquidity risk
The Company made a capital distribution to its Shareholders on
28 May 2010, 19 September 2012 and 10 January 2014 respectively.
The cash and cash equivalents following these capital distributions
are placed with financial institutions on a range of terms, from
call to three months' notice.
The following table details the liquidity analysis for financial
liabilities at 31 March 2014:
Less than 1 to 3
1 month months 3 months to 1 year Greater than 1 year Total
GBP '000 GBP '000 GBP '000 GBP '000 GBP '000
-------------------------- ---------- --------- ------------------- -------------------- ---------
2014
Trade and other payables 81 - 1,340 - 1,421
---------- --------- ------------------- -------------------- ---------
81 - 1,340 - 1,421
---------- --------- ------------------- -------------------- ---------
2013
Trade and other payables 70 - 66 - 136
70 - 66 - 136
---------- --------- ------------------- -------------------- ---------
Credit risk
The Company is exposed to credit risk in respect of its cash and
cash equivalents, arising from possible default of the relevant
counterparty, with a maximum exposure equal to the carrying value
of those assets. The credit risk on liquid funds is limited because
the counterparties are banks with high credit-ratings assigned by
international credit-rating agencies. The Company monitors the
placement of cash balances on an ongoing basis.
The Company is also exposed to credit risk in respect of the
loans granted to its investments, with a maximum exposure equal to
the value of the loans advanced.
The Group is exposed to credit risk in respect of its trade
receivables, accrued income and other receivables balances, with a
maximum exposure equal to the carrying value of those assets. Trade
and other receivables are carried at estimated recoverable value
after providing against debtors where collection is considered to
be doubtful. In the current year the Group has provided for any
amounts receivable which have exceeded normal payment terms and
where there is an expectation that the amounts may not be
recoverable. The Company also recognises that the quality of debt
varies considerably across the investee companies and that
management regularly review the receivable balances.
Market risk
Market risk arises principally from uncertainty concerning
future values of financial instruments used in the Company's
operations. It represents the potential loss the Company might
suffer through holding interests in unquoted private companies
whose value may fluctuate and which may be difficult to value
and/or to realise. The Company seeks to mitigate such risk by
assessing such risks as part of the due diligence process related
to all potential investments, and by establishing a clear exit
strategy for all potential investments.
At the reporting date, if the inputs to the investment valuation
model had been 10 per cent. higher/lower while all other variables
were held constant, the net profit/loss would increase/decrease by
GBP50k (2013: increase/decrease by GBP1,901k) for the Company. The
most significant variables in the investment valuation are the
forecast income of the investee companies and the comparable
multiples.
Interest rate risk
The Group is subject to risks associated with changes in
interest rates in respect of interest earned on its cash and cash
equivalents balances. The Group seeks to mitigate this risk by
monitoring the placement of cash balances on an ongoing basis in
order to maximise the interest rates obtained.
Greater
Less than 1 to 3 3 months than 1
1 month months to 1 year year Total
GBP '000 GBP '000 GBP '000 GBP '000 GBP '000
--------------------------- ---------- --------- ----------- --------- ---------
2014
Assets
Non-interest bearing 16 636 1,522 - 2,174
Floating rate instruments 7,964 - - - 7,964
---------- --------- ----------- --------- ---------
Total assets 7,980 636 1,522 - 10,138
---------- --------- ----------- --------- ---------
Liabilities
Non-interest bearing 81 - 1,340 - 1,421
---------- --------- ----------- --------- ---------
Total liabilities 81 - 1,340 - 1,421
---------- --------- ----------- --------- ---------
Greater
Less than 1 to 3 3 months than 1
1 month months to 1 year year Total
GBP '000 GBP '000 GBP '000 GBP '000 GBP '000
--------------------------- ---------- --------- ----------- --------- ---------
2013
Assets
Non-interest bearing 24 - 9 19,006 19,039
Floating rate instruments 8,689 - - - 8,689
---------- --------- ----------- --------- ---------
Total assets 8,713 - 9 19,006 27,728
---------- --------- ----------- --------- ---------
Liabilities
Non-interest bearing 70 - 66 - 136
---------- --------- ----------- --------- ---------
Total liabilities 70 - 66 - 136
---------- --------- ----------- --------- ---------
The following table illustrates the sensitivity of the
profit/(loss) on ordinary activities for the year before taxation
and total equity to a change in interest rates of 50 basis points,
with effect from the beginning of the year. These changes are
considered to be reasonably possible based on observation of
current market conditions. The calculations are based on the
Company's cash and cash equivalent balances held at each year end
date. All other variables are held constant. The Company's third
party loans are at fixed interest rates, thus any change in
interest rates will not affect profit.
2014 2013
GBP '000 GBP '000
----------------------------- --------- ---------
+/- 50 basis points
Profit/(loss) on ordinary
activities before taxation 40 43
Total equity 40 43
----------------------------- --------- ---------
Concentration risk
The Company is exposed to concentration risk in respect of its
investments in subsidiaries and financial assets at fair value
through profit or loss, as these investments are all in the media
sector. The maximum exposure is equal to the carrying value of
those assets. The Company seeks to mitigate this risk by investing
in a range of subsectors within the media sector. To date the
Company has invested in the publishing, content, distribution,
internet/new media, live events and marketing services sub
sectors.
Capital risk management
The capital structure of the Company consists of the proceeds
raised from the issue of Ordinary Shares.
The Manager manages the capital of the Company in accordance
with the discount management and borrowing policy provisions of the
Admissions document. The discount management provisions give the
Company the ability to buy back Ordinary Shares in the market, if
they are trading at a discount to the prevailing NAV, and they
believe it to be in the Shareholders' interests. Under the
borrowing policy provisions, the Company has the ability to borrow
up to 25 per cent. of its NAV. The Company is yet to make any
borrowings.
16. Related party transactions
a. The Company appointed Ingenious Ventures to provide
investment management services. Ingenious Ventures is a trading
division of Ingenious Capital Management Limited. Patrick McKenna
is a director Ingenious Capital Management Limited which is a
subsidiary within the Ingenious Group, which is controlled by
Patrick McKenna. William Simpson is also a non-executive director
of Ingenious Asset Management International Limited (IAMI) and FP
Holdings Limited, both Guernsey registered companies within the
Ingenious Group.
The Company has incurred a management fee of GBP102,529 of which
GBP22,669 was still outstanding at the year end.
At the Extraordinary General Meeting on 12 May 2010, the terms
of the Manager's Investment Management Agreement with the Company
were varied, reducing the Manager's fee to 1.25 per cent. of the
Company's NAV minus the cash held by the Company, payable monthly
in arrears. If the Company were to be unable to pay fees owing to
the Manager due to having insufficient cash, the Manager has agreed
to defer such payments until such time as the Company has
sufficient cash following the realisation of investee
companies.
b. Ingenious Ventures provides administrative support to the
Company which is outside the scope of the Investment Management
Agreement. The administrative charges are made at cost and has been
approved by the Board at a value of GBP171,000 for the year (2013:
GBP171,000). Ingenious Ventures invoices for this quarterly in
arrears. Ingenious Capital Management Limited is a subsidiary
within the Ingenious Group which is controlled by Patrick
McKenna.
c. Serena Tremlett is the Managing Director of Morgan Sharpe
Administration Limited which receives fees for providing
secretarial and administrative services to the Company. Morgan
Sharpe has invoiced IMAC GBP72,302 for the current year (2013:
GBP72,577) in fees for company secretarial and administration
services. At 31 March 2014, no fees were unpaid (31 March 2013:
GBPNil).
d. William Simpson is a partner of Ogier which may receive fees
for providing legal advice and other services to the Company from
time to time. In the current year, fees of GBP726 (31 March 2013:
GBP10,127) have been invoiced by Ogier for legal advice. At 31
March 2014, no fees were unpaid (31 March 2013: GBPNil).
e. The Company has delegated discretionary treasury management
responsibilities to IAMI, a company of which William Simpson is a
non-executive director, to manage the uninvested funds of the
Company. As at 31 March 2014, IAMI held GBP7,896,268 (31 March
2013: GBP6,693,952) on behalf of the Company. IAMI is a subsidiary
within the Ingenious Group, which is controlled by Patrick McKenna.
The fees for the services provided by IAMI to the Company are met
by Ingenious Ventures.
f. IAMI has further delegated its treasury management
responsibilities to Ingenious Asset Management Limited which is a
subsidiary within the Ingenious Group, which is controlled by
Patrick McKenna.
g. Information on Director's remuneration and share options has
been disclosed in the Directors' Remuneration Report. Directors'
interests are disclosed in the Directors' Report.
During the year, the Group carried out a number of transactions
with the above mentioned related parties in the normal course of
business and on an arm's length basis as listed in the table
below.
Expenditure paid Amounts due
------------------ ------------------
2014 2013 2014 2013
GBP '000 GBP '000 GBP '000 GBP '000
--------------------------------------- -------- -------- -------- --------
Ingenious Ventures
- Investment management
fee a 92 244 23 12
- Administrative support b 171 171 43 43
Morgan Sharpe Administration
Limited
- Company secretarial, administration
and
accounting c 72 72 - -
Ogier Group Limited Partnership
- Legal advice d 1 10 - -
17. Events after 31 March 2014
a. The Manager recommended to the Board that a management
buy-out (MBO) of brandRapport's trading subsidiaries Passhold
Limited and Fulford Public Relations Pte for a total consideration
of GBP14,000 was the only exit available for the Company. On 30
June 2014 this sale concluded and brandRapport Group is now being
wound-up.
b. In April 2014, Resource Team Limited, the 100% owned
operating subsidiary of Review Centre was sold through an MBO.
Consideration comprised GBP100k in cash, which was paid to Review
Centre. Review Centre is now being wound-up and IMAC received
GBP635,000 in total as repayment for its interest in the company's
Loan Stock.
c. Following the sale of DRG to Modern Times Group in June 2013,
Modern Times Group issued a claim for GBP2.9m in accordance with
the sale and purchase agreement. The Directors of IMAC disputed the
claim, and an arbitration process lead by Grant Thornton UK LLP was
launched. Grant Thornton UK LLP's finding was that the Company was
due to pay an amount of GBP1.2m to Modern Times Group. This amount
has been accounted for in this set of financial statements.
18. Contingent Assets
There is an amount of GBP461k in escrow that relates to the sale
of DRG. If this sum is not claimed by December 2014, it will be
returned to the Company, however, it is uncertain if this amount
will be collected, and therefore it has not been accounted for in
this set of financial statements.
SHAREHOLDER INFORMATION
1. Share price
All of the issued Shares have been admitted to trading on AIM.
Share price information can be obtained from many financial
websites including www.londonstockexchange.com
2. Share trading
Shares can be bought and sold in the same way as any other AIM
admitted company via a stockbroker. The primary market maker for
the Shares is Beaumont Cornish Limited.
Selling your Shares may have tax consequences. You should
contact your financial adviser if you are in any doubt as to such
potential consequences.
3. Change of Shareholder address
Communications with Shareholders are sent to the registered
address held on the register of members. In the event of a change
of address or any other relevant amendments, please notify the
Company's registrar, Capita Registrars, under the signature of the
registered holder of the Shares in question.
4. Investor relations
The Company and the Manager are committed to maintaining
excellent investor relations. If you have any questions about the
Company's progress please contact:
IMAC
Patrick McKenna/Duncan Reid 020 7319 4000
Beaumont Cornish Limited
(Nominated Adviser and Broker)
Michael Cornish 020 7628 3396
Powerscourt Group
Carmen Murray 020 7324 0496
A copy of this announcement is available from the Company's
website, www.imaclimited.com
The Report and Accounts will be posted to shareholders
shortly.
ENDS
This information is provided by RNS
The company news service from the London Stock Exchange
END
FR SFDFMIFLSEEU
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