British & American Investment Trust Plc - Half-year Report
BRITISH & AMERICAN INVESTMENT TRUST PLC FINANCIAL HIGHLIGHTS For the six months ended30 June 2025 Unaudited Unaudited Audited 6 monthsto 30 June 6 monthsto 30 June Year ended 2025 2024 31 December £’000 £’000 2024 £’000 Revenue (Loss)/profit before tax (172) 412 438 _________ _________ _________ Earnings per £1 ordinary (1.33)p 1.00p 0.49p shares – basic (note 5)* _________ _________ _________ Earnings per £1 ordinary (1.33)p 1.00p 0.49p shares – diluted (note 5)* _________ _________ _________ Capital Total equity 1,627 9,697 5,953 _________ _________ _________ Revenue reserve (note 9) (76) 646 82 _________ _________ _________ Capital reserve (note 9) (33,297) (25,949) (29,129) _________ _________ _________ Net assets per ordinary share (note 6) - Basic (deducting preference shares at fully diluted net £0.05 £0.28 £0.17 asset value)** _________ _________ _________ - Diluted £0.05 £0.28 £0.17 _________ _________ _________ Diluted net assets per £0.07 ordinary share at 24 September 2025 _________ Dividends*** Dividends per ordinary share 0.00p 1.75p 1.75p (note 4) _________ _________ _________ Dividends per preference 0.00p 1.75p 1.75p share (note 4) _________ _________ _________
*Calculated in accordance with International Accounting Standard 33 ‘Earnings per Share’.
**Basic net assets per share are calculated using a value of fully diluted net asset value for the preference shares.
***Dividends declared for the period. Dividends shown in the accounts are, by contrast, dividends paidor approved in the period.
Copies of this report will be posted to shareholders and be available for download at the company’s website: www.baitgroup.co.uk.
INVESTMENT PORTFOLIO As at30 June 2025 Company Nature of Business Valuation Percentage of portfolio £’000 % Geron Corporation (USA)* Biomedical 1,102 13.26 Lineage Cell Therapeutics Biotechnology 16 0.19 (USA)** Relief Therapeutics Healthcare 8 0.10 (Switzerland) Angle Pharmaceuticals & 4 0.05 Biotechnology Proteome Science Pharmaceuticals 3 0.04 Regent Pacific Overseas 2 0.02 Northwest Biotherapeutics Biotechnology 1 0.02 (USA) Sherborne Invs (Gurnsey) B Financial Services 1 0.01 (unlisted) Sarossa Capital (unlisted) Biotechnology 1 0.01 ________ ________ Investment portfolio 1,138 13.70 (excluding subsidiaries) Investment in subsidiaries 7,172 86.30 ________ ________ Total investments 8,310 100.00 ________ ________
* Total value of investment including held by subsidiary companies - £3,329,460
** Total value of investment including held by subsidiary companies - £1,131,937
Unaudited Interim Report
As at
Registered number: 433137
Directors Registered office David G Seligman (Chairman) Wessex House Jonathan C Woolf (Managing Director)1 Chesham Street Julia Le Blan (Non-executive and Chair of the Audit London SW1X 8ND Committee)Alex Tamlyn (Non-executive) Telephone: 020 7201 3100 Website: www.baitgroup.co.uk
Chairman’s Statement
I report our results for the six months to
Revenue
The loss on the revenue account before tax amounted to £0.1 million (
Gross revenues totalled £0.05 million (
A loss of £3.8 million (
Revenue losses per ordinary share were
Net Assets and performance
Company net assets were £1.6 million (£6.0 million, at
As the above results clearly show, this has been a most disappointing and unexpectedly bad six month period for our portfolio, particularly coming after the significant outperformance recorded in 2024. This was due to the 50 percent fall in February in the share price of our largest long-term US investment, Geron Corporation, as reported in our final results in April, following flat sales in the Christmas quarter. This fall in price has so far not been reversed despite the company’s return to on-track and strongly growing sales in the subsequent quarters. By contrast, however, the value of our other major US investment, Lineage Cell Therapeutics, recovered by over 50 percent from the low level reached at the beginning of the year and has subsequently risen further since mid-year.
The significant fall in Geron’s price in the first half of 2025, and in fact by over 70 percent from the highs recorded in
A recovery in price was also hindered by the widespread disruption to markets following the US trade tariff policy announcements in April and the accompanying threats of financial penalties to the pharmaceutical and by extension biotech industries by the Trump administration. In the event, the implementation of these policies and threats has been pared back substantially, allowing the affected markets to recover much of their losses. In the light of this and given Geron’s own particular circumstances, including the recent appointment of a new and highly experienced and successful CEO, it is fully expected that once the market properly recognises Geron’s improved and strongly growing first year sales results, which have returned to their originally projected trajectory, the value of this investment will return at least to the levels reached last year before FDA approval of its drug and commercial sales commenced.
One seismic event overshadowed equity markets and indeed markets generally in the first half of 2025: the ‘Liberation Day’ announcement by the Trump administration on 2nd April imposing historically high trade tariffs on all countries trading with the
These markets had already declined by around 5 percent in the early months of 2025 in anticipation of unspecified tariff increases planned by the incoming Trump administration and once the formal announcement was made, equity markets in the
Nevertheless, the many and fundamental uncertainties facing Western economies remain in place: stubbornly higher than expected inflation and consequently higher than anticipated interest rates, disruption to international trade and supply lines, increasing unemployment, high and unsustainable levels of government debt and deficits, fractured and divisive political set-ups, instability in international relations and an ongoing war in
Why equity markets have not yet reacted to these multiple challenges is not entirely clear. There is a perception that corporate profitability will ride through these difficulties and much reliance is placed by markets on the new and important businesses centred on AI, advanced semiconductor production and quantum computing to the extent that these companies now represent well over 30 percent of total US market capitalisation.
Long–term government debt markets, however, have recently started to recognise the gravity of the situation and outlook, with yields rising to multi-decade highs as central banks grapple with the policy dilemma presented by the combination of stagnation and inflation. Added to this is the unsustainable growth of government debts and a steadily weakening of trust in the influence and creditworthiness of the world’s biggest economy together with its reserve currency status, as illustrated by the 10 percent fall in the US dollar index since the beginning of the year. Furthermore, there are early and worrying signs of a fundamental shift in the balance of world power away from the liberal western democracies and the post-WWII rules based system to a new alignment of populous and autocratic regimes whose actions depend more on the employment of raw power than an expression and exercise of democratic will.
In combination, these factors - economic, political, social and geopolitical - present a worrying picture for the future which will hopefully serve to invigorate governments and voters in the West to rise to and meet the many challenges they now present.
Dividends
As a result of the large and unexpected decline in the market value of our largest investment in the first half of the year, we will not pay an interim dividend based on the six month period now being reported upon. We intend to resume the payment of interim dividends upon the return of this investment to the price levels prevailing in 2024.
Outlook
Globally, the massive uncertainties caused by the recent trade tariff fiasco and the many anti-business and economically disruptive policies being introduced by the new administrations in both the
In the
In the
These disruptive policies have inserted significant difficulty and obscurity into the traditional investment function of evaluating economic and political developments and future trends to arrive at a reasonable forward view of prospects over the medium term. It is therefore impossible to make any worthwhile predictions of likely market developments going forward, except perhaps to say that given the high level of uncertainty and political mis-management currently prevailing, it is most surprising that markets continue to maintain their all time high levels.
As at 24 September, company net assets were £2.4 million, an increase of 46.8 percent since the period end, and equivalent to
Managing Director’s Report
This has been a particularly disappointing and exasperating six month period in the management of this portfolio, caused by the failure of the market properly to value our largest US investment,
As noted in the Chairman’s statement, despite having successfully completed all the many milestones involved in the clinical trials and approval process to reach its long-awaited goal of becoming a fully approved haematological oncology drug company in the
By contrast, our second largest US investment, Lineage Cell Therapeutics, has performed more favourably this year, following weakness in the first quarter and the previous year, with the stock price now returning to its longer term levels of prior years. While obviously a welcome development, it also serves to illustrate the current anomalous valuation of Geron. Lineage is involved in the development of regenerative medicine through the use of human stem cells. It is an important and exciting part of medicine’s future. However, at this point Lineage is still engaged in the multi-year process of clinical trials, being currently at the phase 2a stage in the two most advanced of its five programmes, relating to macular degeneration and spinal cord injury. Completion of phases 2 and 3 and subsequent approval is likely to be at least 2 to 3 years away, with all the attendant uncertainties, and of course no commercial sales can take place in that time. Geron, by contrast has already been generating sales for a year and is expected to break even by year end on the current sales trajectory. In
As previously reported, we commenced a programme of reducing non-core equity investments this year in response to concerns about the economic outlook in the
Given that this process is ongoing, our portfolio make-up continues to be in a state of transition which is unfortunately taking longer than expected. This is due to the large and unexpected fall in the value of our major US investment noted above which has prevented completion of this process. As a result our portfolio make-up as at the half year is not at all in its finally intended form.
Geron Corporation
We have been invested in Geron Corporation, a US biopharmaceutical company with a now approved and unique haematological oncology platform drug, for the over 20 years of its development from a pre-clinical biotech company to the
As at the half year, the company had generated first 11 month net sales of
Shareholders will recall that in the last few years, we have had occasion to comment in this report on a number of management failings and market-related practices which have adversely impacted the share price and obscured the process of fair market price discovery in this company. This has included the failure of management to protect the interests of stockholders in the challenging biotech market which is prone to extreme volatility and trading-inspired misdirection. This has included inadequate dissemination of information, unfavourable financing terms producing value transfer from retail to institutional investors and a failure to call out or oppose malign trading practices in the market such as the weaponising of dubious class action lawsuits brought by ‘ambulance chasing’ lawyers, professional funding of negative broker and social media commentary and large scale short selling programmes, often co-ordinated with the company’s expected financing time-table. These shortcomings, together with the unexpectedly flat Christmas quarter sales to which the market reacted extremely badly, might explain the sudden and immediate departure of the long-time CEO in February this year, to be replaced in July by a new CEO with a highly impressive resume in the blood cancer field and a track-record of corporate sales to large pharma companies. It is to be hoped, therefore, that this top level management change will tackle the value destroying effects of the market practices noted above and hasten the sale of the company at a price which properly reflects its achievements, financial position and future prospects, as we called for in our previous report.
More generally on this subject, we have in the past also commented on the general unsuitability of biotech stocks as public market investments given their nature as multi-year development companies generating no income and with the binary risk of governmental approval at the end of a long and uncertain process which makes them easy targets for manipulation by professional market participants seeking to capture short-term gains out of what is a long term investment situation. While these are of course factors which investors in such stocks need to take carefully into consideration, there is a limit to the amount of mispricing which such practices should be allowed to create.
To which end, we noted in our April report how this stock seems to have become the unfortunate plaything of the competing forces of long and short institutional funds seeking returns on their market operations and of potential pharma company acquirers positioning themselves ahead of the type of corporate action which is normally seen around newly successful biotechs which have transitioned into income generating entities presenting a challenge to established medicines and their owners. In combination, these large and competing market players can act to obscure the fair value of the company through their self-serving and manipulative market operations, as noted above. In the case of Geron, this phenomenon seems to have come to a head in this latest 6 month period, as possibly indicated by the rise of 50 percent in the amount of stock shorted (representing 12 percent of total stock in issuance), while the size of institutional holdings has risen to the high level of 85 percent. When taken together, this shows how much of the company’s stock market activity is in the hands of professional market operators rather than retail investors, whose normal stock market investment priorities would be to capture the long term value uplift expected in companies of this nature, a funding function which companies particularly in the biotech sector should be able to rely on in their difficult journey towards success and profitability.
As a final comment, and possibly linked to the above, there has been the noticeable increase in the daily volume and size of trading in our own stock over the last 18 months. Historically, ours has been a lightly traded stock given the company’s small size, unusual nature and ownership structure. While any additional trading is to be welcomed, such unusual and possibly US-related trading could suggest that our portfolio might be being seen as a useful and income generating proxy for a direct investment in Geron itself, particularly given the growing concentration of that stock in our portfolio in recent years, and recently in particular. If this is the case, such investors should take heed that if their direct operations in Geron have contributed to the precipitous fall in Geron’s price over the last six months, they will have impacted our ability to pay dividends generated out of the profitable sale of our investments, as noted above, denying them the additional income return they perhaps might have expected through such proxy investment.
CONDENSED INCOME STATEMENT Six months ended30 June 2025 Unaudited Unaudited Audited 6 months to 30 June 2025 6 months to 30 June Year ended 31 2024 December 2024 Revenue Capital Total Revenue Capital Total Revenue Capital Total Note return Return £’000 Return Return £’000 Return Return £’000 £’000 £’000 £’000 £’000 £’000 £’000 Investment 3 54 - 54 665 - 665 939 - 939 income Holding (losses)/gains on investments - (2,118) (2,118) - 4,695 4,695 - 2,270 2,270 at fair value through profit or loss (Losses)/gains on disposal of investments at - (1,037) (1,037) - 2 2 - (198) (198) fair value through profit or loss (Losses)/gains on provision - (670) (670) - 191 191 - (254) (254) for liabilities and charges Foreign exchange 35 (215) (180) (4) 15 11 (7) 41 34 (losses)/gains Expenses (242) (120) (362) (219) (125) (344) (436) (246) (682) _____ _____ _____ _____ _____ _____ _____ _____ _____ (Loss)/profit before finance (153) (4,160) (4,313) 442 4,778 5,220 496 1,613 2,109 costs and tax Finance costs (19) (8) (27) (30) (18) (48) (58) (33) (91 ) _____ _____ _____ _____ _____ _____ _____ _____ _____ (Loss)/profit (172) (4,168) (4,340) 412 4,760 5,172 438 1,580 2,018 before tax Taxation 14 - 14 13 - 13 35 - 35 _____ _____ _____ _____ _____ _____ _____ _____ _____ (Loss)/profit (158) (4,168) (4,326) 425 4,760 5,185 473 1,580 2,053 for the period _____ _____ _____ _____ _____ _____ _____ _____ _____ (Loss)/earnings per ordinary 5 share Basic (1.33)p (16.67)p (18.00)p 1.00p 19.04p 20.04p 0.49p 6.32p 6.81p Diluted* (1.33)p (16.67)p (18.00)p 1.00p 19.04p 20.04p 0.49p 4.51p 5.87p
The company does not have any income or expense that is not included in profit for the period and all items derive from continuing operations. Accordingly, the ‘(Loss)/profit for the period’ is also the ‘Total Comprehensive Income for the period’ as defined in IAS 1 (revised) and no separate Statement of Comprehensive Income has been presented.
The total column of this statement is the company’s Income Statement, prepared in accordance with IFRS. The supplementary revenue return and capital return columns are both prepared under guidelines published by the
All profit and total comprehensive income is attributable to the equity holders of the c(ompany.
*Calculated in accordance with International Accounting Standard 33 ‘Earnings per Share’. The cumulative convertible non-redeemable preference shares are anti-dilutive relating to the calculation of dilutes EPS on the revenue and capital return. (Note 5).
CONDENSED STATEMENT OF CHANGES IN EQUITY Six months ended30 June 2025 Unaudited Six months ended 30 June 2025 Share Capital Retained Total capital* Reserve Earnings £’000 £’000 £’000 £’000 Balance at 31 December 2024 35,000 (29,129) 82 5,953 Loss for the period - (4,168) (158) (4,326) ________ ________ ________ ________ Balance at 30 June 2025 35,000 (33,297) (76) 1,627 ________ ________ ________ ________ Unaudited Six months ended 30 June 2024 Share Capital Retained capital* Reserve Earnings Total £’000 £’000 £’000 £’000 Balance at 31 December 2023 35,000 (30,709) 221 4,512 Profit for the period - 4,760 425 5,185 ________ ________ ________ ________ Balance at 30 June 2024 35,000 (25,949) 646 9,697 ________ ________ ________ ________ Audited Year ended 31 December 2024 Share Capital Retained capital* Reserve Earnings Total £’000 £’000 £’000 £’000 Balance at 31 December 2023 35,000 (30,709) 221 4,512 Profit for the period - 1,580 473 2,053 Ordinary dividend paid - - (437) (437) Preference dividend paid - - (175) (175) ________ ________ ________ ________ Balance at 31 December 2024 35,000 (29,129) 82 5,953 ________ ________ ________ ________
*The company’s share capital comprises £35,000,000 (2024 - £35,000,000) being 25,000,000 ordinary shares of £1 (2024 - 25,000,000) and 10,000,000 non-voting convertible preference shares of £1 each (2024 - 10,000,000).
CONDENSED BALANCE SHEET As at30 June 2025 Unaudited30 June2025 Unaudited30 June2024 Audited31 Note £’000 £’000 December2024 £’000 Non-current assets Investments – at fair value through profit or loss 1,138 7,508 5,678 (note 1) Investment in subsidiaries – at 7,172 8,660 7,359 fair value through profit or loss _________ _________ _________ 8,310 16,168 13,037 Current assets Receivables 397 364 20 Derivatives 4 - 11 Cash and cash 60 12 249 equivalents _________ _________ _________ 461 376 280 _________ _________ _________ Total assets 8,771 16,544 13,317 _________ _________ _________ Current liabilities Trade and other (1,375) (1,665) (1,884) payables Bank credit (416) (1,235) (942) facility _________ _________ _________ (1,791) (2,900) (2,826) _________ _________ _________ Total assets less 6,980 13,644 10,491 current liabilities _________ _________ _________ Non – current (5,353) (3,947) (4,538) liabilities _________ _________ _________ Net assets 1,627 9,697 5,953 _________ _________ _________ Equity attributable to equity holders Ordinary share 25,000 25,000 25,000 capital Convertible preference share 10,000 10,000 10,000 capital Capital reserve (33,297) (25,949) (29,129) Retained revenue (76) 646 82 earnings _________ _________ _________ Total equity 1,627 9,697 5,953 _________ _________ _________ Net assets per ordinary share – 6 £0.05 £0.28 £0.17 basic _________ _________ _________ Net assets per ordinary share – 6 £0.05 £0.28 £0.17 diluted _________ _________ _________
CONDENSED CASHFLOW STATEMENT Six months ended30 June 2025 Unaudited Unaudited Audited 6 months to 6 months to Year ended 30 June 30 June 31 December 2025 2024 2024 £’000 £’000 £’000 Cash flow from operating activities (Loss)/profit before tax (4,340) 5,172 2,018 Adjustment for: Losses/(gains) on investments 3,825 (4,888) (1,818) Proceeds on disposal of investments at fair value through profit or loss 1,134 89 832 Purchases of investments at fair value through profit or loss (75) - (236) Interest (21) 36 (5) ________ ________ ________ Operating cash flows before movements in working capital 523 409 791 (Increase)/decrease in receivables (41) (56) 331 Increase/(decrease) in payables 102 88 (172) ________ ________ ________ Net cash from operating activities before interest 584 441 950 Interest paid (15) (36) (67) ________ ________ ________ Net cash flows from operating activities 569 405 883 ________ ________ ________ Cash flows from financing activities Dividends paid on ordinary shares (137) (257) (300) Dividends paid on preference shares (95) (175) (80) ________ ________ ________ Net cash used in financing activities (232) (432) (380) ________ ________ ________ Net increase/(decrease) in cash and cash 337 (27) 503 equivalents Cash and cash equivalents at beginning of (693) (1,196) (1,196) period ________ ________ ________ Cash and cash equivalents at end of period (356) (1,223) (693) ________ ________ ________ Cash and cash equivalents 60 12 249 Bank credit facility (416) (1,235) (942) ________ ________ ________ Cash and cash equivalents at end of period (356) (1,223) (693) ________ ________ ________
NOTES TO THE COMPANY’S CONDENSED FINANCIAL STATEMENT
1. Accounting policies
Basis of preparation and statement of compliance
This interim report is prepared in accordance with IAS 34 ‘Interim Financial Reporting’ an International Financial Reporting Standard adopted by the
The company’s condensed financial statements should be read in conjunction with the annual financial statements for the year ended
The financial statements have not been audited or reviewed by the Auditor pursuant to the Auditing Practices Board Guidance on 'Review of Interim Financial Information'. The Financial Statements for the six months to
In accordance with IFRS 10, the group does not consolidate its subsidiaries and therefore instead of preparing group accounts it prepares separate financial statements for the parent entity only.
The financial statements have been prepared on the historical cost basis except for the measurement at fair value of investments, derivative financial instruments and subsidiaries. The same accounting policies as those published in the statutory accounts for
Significant accounting policies
In order to better reflect the activities of an investment trust company and in accordance with guidance issued by the
As the entity’s business is investing in financial assets with a view to profiting from their total return in the form of interest, dividends or increases in fair value, listed equities and fixed income securities are designated as fair value through profit or loss on initial recognition. The company manages and evaluates the performance of these investments on a fair value basis in accordance with its investment strategy, and information about the group is provided internally on this basis to the entity’s key management personnel.
Investments held at fair value through profit or loss, including derivatives held for trading, are initially recognised at fair value.
All purchases and sales of investments are recognised on the trade date.
After initial recognition, investments, which are designated as at fair value through profit or loss, are measured at fair value. Gains or losses on investments designated at fair value through profit or loss are included in profit or loss as a capital item, and material transaction costs on acquisition and disposal of investments are expensed and included in the capital column of the income statement. For investments that are actively traded in organised financial markets, fair value is determined by reference to
In respect of unquoted investments, or where the market for a financial instrument is not active, fair value is established by using an appropriate valuation technique.
Investments of the company in subsidiary companies are held at the fair value of their underlying assets and liabilities.
This includes the valuation of film rights in
Where a subsidiary has negative net assets it is included in investments at £nil value and a provision for liabilities is made on the balance sheet equal to the value of the net liabilities of the subsidiary company where the ultimate parent company has entered into a guarantee to pay the liabilities as they fall due.
Dividend income from investments is recognised as income when the shareholders’ rights to receive payment has been established, normally the ex-dividend date.
Interest income on fixed interest securities is recognised on a time apportionment basis so as to reflect the effective interest rate of the security.
When special dividends are received, the underlying circumstances are reviewed on a case by case basis in determining whether the amount is capital or income in nature. Amounts recognised as income will form part of the company's distribution. Any tax thereon will follow the accounting treatment of the principal amount.
All expenses are accounted for on an accruals basis. Expenses are charged as revenue items in the income statement except as follows:
– transaction costs which are incurred on the purchase or sale of an investment designated as fair value through profit or loss are expensed and included in the capital column of the income statement;
– expenses are split and presented partly as capital items where a connection with the maintenance or enhancement of the value of the investments held can be demonstrated, and accordingly investment management and related costs have been allocated 50% (2024 – 50%) to revenue and 50% (2024 – 50%) to capital, in order to reflect the directors' long-term view of the nature of the expected investment returns of the company.
The 3.5% cumulative convertible non-redeemable preference shares issued by the company are classified as equity instruments in accordance with IAS 32 ‘Financial Instruments – Presentation’ as the company has no contractual obligation to redeem the preference shares for cash or pay preference dividends unless similar dividends are declared to ordinary shareholders.
Going Concern
The directors have assessed the ability of the company to continue as a going concern for a period of at least twelve months after the date of approval of these financial statements. The directors are satisfied that a given the assets of the company consist mainly of securities that are readily realisable and has available a credit facility with
2. Segmental reporting
The directors are of the opinion that the company is engaged in a single segment of business, that is investment business, and therefore no segmental information is provided.
3. Income
Unaudited Unaudited Audited 6 months 6 months Year ended to 30 June to 30 June 31 December 2025 2024 2024 £’000 £’000 £’000 Income from investments 6 617 841 Other income 48 48 98 _________ _________ _________ 54 665 939 _______ _______ _______
During the period the company did not receive any dividends from a subsidiary (
During the period the company recognised a foreign exchange loss of £250,000 (
Under IFRS 10 the income analysis above includes the parent company only rather than that of the group. In addition to the income above film revenues of £30,000 (
4. Dividends
Unaudited Unaudited Audited 6 months to30 June 6 months to30 June Year ended31 December 2025 2024 2024 Interim Interim Final Pence per £’000 Pence per £’000 Pence per share £’000 share share Ordinary - - - - 1.75 437 shares - paid Ordinary shares - - - 1.75 437 - - proposed Preference - - - - 1.75 175 shares -paid Preference shares - - 1.75 175 - - -proposed ________ ________ ________ - 612 612 ________ ________ ________
The dividends on ordinary shares are based on 25,000,000 ordinary £1 shares. Dividends on preference shares are based on 10,000,000 non-voting 3.5% convertible preference shares of £1.
The non-payment in
5. (Loss)/earnings per ordinary share
The calculation of the basic (after deduction of preference dividend) and diluted earnings per share is based on the following data:
Unaudited Unaudited Unaudited 6 months 6 months 6 months to 30 June to 30 June to 30 June 2025 2025 2025 Revenue return Capital return Total £’000 £’000 £’000 Earnings: Loss after tax (158) (4,168) (4,326) Cumulative convertible non-redeemable (175) - (175) preference shares dividend _________ _________ _________ Adjusted loss after (333) (4,168) (4,501) tax _______ _______ _______ Unaudited Unaudited Unaudited 6 months 6 months 6 months to 30 June to 30 June to 30 June 2024 2024 2024 Revenue return Capital return Total £’000 £’000 £’000 Earnings: Profit after tax 425 4,760 5,185 Cumulative convertible non-redeemable (175) - (175) preference shares dividend _________ _________ _________ Adjusted profit after 250 4,760 5,010 tax _______ _______ _______ Audited Audited Audited Year ended Year ended Year ended 31 December 31 December 31 December 2024 2024 2024 Revenue return Capital return Total £’000 £’000 £’000 Earnings: Profit after tax 473 1,580 2,053 Cumulative convertible non-redeemable (350) - (350) preference shares dividend _________ _________ _________ Adjusted profit after 123 1,580 1,703 tax _______ _______ _______ Weighted average Weighted average Weighted average number of ordinary number of ordinary number of ordinary shares shares shares ’000 ’000 ’000 Basic 25,000 25,000 25,000 Diluted 35,000 35,000 35,000
Basic revenue, capital and total return per ordinary share is based on the net revenue, capital and total return for the period after tax and after deduction of dividends in respect of preference shares and on 25 million (
The diluted revenue, capital and total return is based on the net revenue, capital and total return for the period after tax and on 35 million (
Calculated in accordance with International Accounting Standard 33 ‘Earnings per Share’. The cumulative convertible non-redeemable preference shares are anti-dilutive relating to the calculation of diluted EPS on the revenue return.
6. Net asset value attributable to each share
Basic net asset value attributable to each share has been calculated by reference to 25,000,000 ordinary shares, and company net assets attributable to shareholders as follows:
Unaudited Unaudited Audited 30 June 30 June 31 December 2025 2024 2024 £’000 £’000 £’000 Total net assets 1,627 9,697 5,953 Less convertible preference shares at fully (465) (2,771) (1,701) diluted value __________ __________ __________ Net assets attributable to ordinary 1,162 6,926 4,252 shareholders ________ ________ ________
Diluted net asset value is calculated on the total net assets in the table above and on 35,000,000 shares, taking into account the preference shares which are convertible to ordinary shares on a one for one basis, under certain conditions, at any time during the period
Basic net assets per share is calculated using a value of fully diluted net asset value for the preference shares.
7. Non – current liabilities
Unaudited Unaudited Audited Guarantee of subsidiary liability 30 June 30 June 31 December 2025 2024 2024 £’000 £’000 £’000 Opening provision 4,538 4,206 4,206 Increase/(decrease) in period 815 (259) 332 __________ __________ __________ Closing provision 5,353 3,947 4,538 ________ ________ ________
The financial liability is in respect of a guarantee made by the company for the liabilities of
During 2019 as part of a transaction to hedge the company against exchange effects of the foreign currency loan (note12(b)), an amount corresponding to the $USD value was loaned by
8. Related party transactions
The company rents its offices from
The salaries and pensions of the company’s employees, except for the three non-executive directors, are paid by
At the period end an amount of £279,000 (
During the period subsidiary
During the period the company paid interest of £9,000 (
During the period the company received interest of £47,000 (
During the period the company entered into an investment transaction with
At
All transactions with subsidiaries were made on an arm’s length basis.
9. Retained earnings
The table below shows the movement in the retained earnings analysed between revenue and capital items.
Capital Retained reserve earnings £’000 £’0001 January 2025 (29,129) 82 Allocation of loss for the period (4,168) (158) _________ _________ At30 June 2025 (33,297) (76) _______ _______
The capital reserve includes £1,825,000 of investment holding losses (
10. Financial instruments
Financial instruments carried at fair value
All investments are carried at fair value. Other financial assets and liabilities of the company are held at amounts that approximate to fair value. The book value of cash at bank and bank loans included in these financial statements approximate to fair value because of their short-term maturity.
Fair value hierarchy
The table below analyses recurring fair value measurements for financial assets and financial liabilities.
These fair value measurements are categorised into different levels in the fair value hierarchy based on the inputs to valuation techniques used. The different levels are defined as follows:
Level 1: Quoted prices (unadjusted) in active markets for identical assets or liabilities that the company can access at the measurement date.
Level 2: Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly:
1. Prices of recent transactions for identical instruments. 2. Valuation techniques using observable market data.
Level 3: Unobservable inputs for the asset or liability.
Financial assets and financial Level 1 Level 2 Level 3 Total liabilities at fair value through profit £’000 £’000 £’000 £’000 or loss at30 June 2025 Financial assets Equity investments 1,136 - 2 1,138 Unquoted subsidiaries - - 7,172 7,172 _________ _________ _________ _________ Total investments 1,136 - 7,174 8,310 _______ _______ _______ _______
With the exception of the
Fair Value Assets in Level 3
The following table shows the reconciliation from the opening balances to the closing balances for fair value measurement in Level 3 of the fair value hierarchy.
Level 3 £’000 Opening fair value at1 January 2025 7,361 Investment holding losses (187) _________ Closing fair value at30 June 2025 7,174 _______
Subsidiaries
The fair value of the subsidiaries is determined to be equal to the net asset values of the subsidiaries at period end plus the uplift in the revaluation of film rights in
The directors of
There have been no transfers between levels of the fair value hierarchy during the period. Transfers between levels of fair value hierarchy are deemed to have occurred at the date of the event or change in circumstances that caused the transfer.
11. Financial information
The financial information contained in this report does not constitute statutory accounts as defined in Section 435 of the Companies Act 2006. The financial information for the period ended
DIRECTORS’ STATEMENT
Principal risks and uncertainties
The principal risks and uncertainties faced by the company continue to be as described in the previous annual accounts. Further information on each of these areas, together with the risks associated with the company's financial instruments are shown in the Directors' Report and notes to the financial statements within the Annual Report and Accounts for the year ended
The Chairman’s Statement and Managing Director’s report include commentary on the main factors affecting the investment portfolio during the period and the outlook for the remainder of the year.
Directors’ Responsibilities Statement
The Directors are responsible for preparing the half-yearly report in accordance with applicable law and regulations. The Directors confirm that to the best of their knowledge the interim financial statements, within the half-yearly report, have been prepared in accordance with IAS 34 'Interim Financial Reporting'. The Directors are required to prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business. The Directors further confirm that the Chairman’s Statement and Managing Director's Report includes a fair review of the information required by 4.2.7R and 4.2.8R of the FCA’s Disclosure and Transparency Rules.
The Directors of the company are listed in the section preceding the Chairman’s Statement.
The half-yearly report was approved by the Board on
Jonathan C Woolf
Managing Director
