Half-year Report

RNS Number : 5287C
Maven Income & Growth VCT PLC
19 October 2020
 

Maven Income and Growth VCT PLC

 

Interim results for the six months ended 31 August 2020 (unaudited)

 

The Directors are pleased to announce the unaudited Interim Management Report for the six months ended 31 August 2020.

 

Highlights

 

• NAV total return at 31 August 2020 of 143.26p per share

 

• NAV at 31 August 2020 of 44.35p per share, after payment of final dividend of 2.00p per share

 

• Interim dividend of 1.00p per share declared

 

• 12 new VCT qualifying private and AIM quoted companies added to the portfolio, with a further investment completed post the period end

 

• Follow-on funding provided to 13 portfolio companies to support their continuing growth

 

• Total gains of £0.51 million generated from realisations of AIM quoted holdings

 

• Partial realisation of Global Risk Partners for a total return of 2.55 times cost

 

• Offer for Subscription to raise up to £20 million (including a £10 million over-allotment facility) to be launched in Autumn 2020

 

Overview

 

During the reporting period, the global economy and financial markets have been significantly impacted by the COVID-19 pandemic, which has created a challenging operating environment for some portfolio companies. Since the emergence of the virus in the UK, Maven has acted swiftly to protect Shareholder value, whilst ensuring ongoing compliance with Government guidelines. In response to these circumstances, the Board elected to take a small number of provisions against specific private company holdings with exposure to consumer facing sectors, which resulted in a 6.2% reduction in NAV per share as announced on 26 March 2020. However, your Company has a broad exposure to investments across a wide range of defensive sectors such as software, cyber security, specialty manufacturing and training, which have been less susceptible to the impact of lockdown and, in some cases, have seen improved levels of trading during the pandemic. This has allowed a number of valuations to be revised upwards, leading to a recovery in the NAV announced in March. Notwithstanding the current general market uncertainty, your Board is aware that income distributions remain an important component of Shareholder returns and, following recent exit activity, the Directors have declared an interim dividend of 1.00p per share.

 

Maven responded quickly to the outbreak of COVID-19 and, in adherence with Government advice, cancelled all non-essential travel and introduced social distancing measures, with meetings taking place using video conference facilities or by telephone. Since the initial lockdown, all Maven employees have been working remotely and the investment team has been in regular dialogue with portfolio companies to offer advice and assistance. Where possible, investee companies have availed themselves of Government led support, including the Coronavirus Job Retention Scheme and the Coronavirus Business Interruption Loan Scheme. The Board and the Manager have remained in close contact throughout this period and will continue to provide updates to Shareholders when appropriate.

 

It is encouraging to report that the Manager has maintained a good rate of deployment during the first half of the financial year, with the addition of twelve new private and AIM quoted companies to the portfolio. Several of these new investments were completed during the lockdown period, in cases where the transaction had been in process since the start of the calendar year and underlying trading was relatively unaffected by the impact of COVID-19.

Conversely, a small number of live transactions were terminated in light of increased levels of client attrition and a reduction in revenues. New investment activity is continuing cautiously, and face to face meetings with the management teams of prospective investee businesses are resuming in line with Government guidelines. Subject to these guidelines and any local restrictions, Maven's offices will be open as required, with social distancing measures and enhanced hygiene protocols having already been put in place.

 

The Manager remains committed to growing the portfolio through the addition of carefully selected VCT qualifying private and AIM quoted companies from a broad range of sectors, particularly those that operate in more defensive markets or are less sensitive to consumer spending. Maven believes that a hybrid private equity and AIM model is an important differentiator that helps to build a portfolio with complementary liquidity and return characteristics, as it provides Shareholders with access to a wider range of companies with scope to realise profits at different times. During the period, the AIM portfolio delivered strong performance, with several companies reporting positive trading updates that resulted in share price appreciation for those investments. This also created the opportunity to lock in gains from a small number of AIM investments at a significant premium to the entry price, generating £0.51 million, whilst retaining a holding in anticipation of further growth in value.

 

It is worthwhile noting that, following the active investment strategy that has been pursued over the past few years, your Company now has a large portfolio of young, growth orientated businesses. These companies typically operate with a flexible cost base and many are active in the software and technology sector, with contracts in place providing good levels of recurring revenue. These attributes help to provide some degree of protection from the current economic uncertainty.

 

The provision of follow-on funding to support portfolio companies that are making tangible commercial progress remains a key component of the investment strategy. The Manager generally provides funding in tranches and, in certain cases, will make a small initial investment whilst retaining the option to participate further, subject to the company achieving agreed commercial milestones. This allows the Manager to monitor progress closely and assess performance before committing additional financial support. Where possible, Maven favours co-investing alongside another VCT house or partner to help further diversify portfolio risk. In terms of new transaction activity, Maven continues to evaluate numerous opportunities across its office network but takes a highly selective approach to investment, only supporting companies that offer a combination of management talent and the prospect of sustainable growth in revenues. It is also important that the entry price of each new holding offers prospective returns commensurate with the early stage nature of VCT investment.

 

Realisations are an important element in generating Shareholder returns and help to maintain dividend payments. The Maven team works closely with each unlisted portfolio company that is considering, or is actively engaged in, a sale process, helping to identify the most suitable adviser and potential acquirers that may be willing to pay a premium or strategic price for the business. The current economic uncertainty is, however, likely to result in fewer near term exits, with some sales processes put on hold until market conditions improve.

 

Dividends

 

As Shareholders will be aware from recent Annual and Interim Reports, decisions on distributions take into consideration the availability of surplus revenue, the realisation of capital gains, the adequacy of distributable reserves and the VCT qualifying level. These factors are kept under close and regular review by the Board and the Manager, both of whom recognise the importance of tax-free distributions to Shareholders.

 

In light of the recent realisation activity, the Directors have declared that an interim dividend in respect of the year ending 28 February 2021, of 1.00p per Ordinary Share, will be paid on 20 November 2020 to Shareholders on the register at 23 October 2020. Since the Company's launch, and after receipt of this latest dividend, 99.91p per share will have been distributed in tax-free dividends. It should be noted that the effect of paying dividends is to reduce the NAV of the Company by the total cost of the distribution.

 

The Directors would like to remind Shareholders that, as the portfolio continues to expand and a greater proportion of holdings are in young companies with growth capital requirements, there will continue to be fluctuations in the quantum and timing of dividend payments. Distributions will be more closely linked to realisation activity and, if larger distributions are required as a consequence of exits, this could result in a commensurate reduction in NAV per share. However, the Board considers this to be a tax-efficient means of returning value to Shareholders, whilst maintaining compliance with the requirements of the VCT legislation.

 

Dividend Investment Scheme (DIS)

 

Your Company has in place a DIS, through which Shareholders may elect to have their dividend payments used to apply for new Ordinary Shares issued by the Company under the standing authority granted by Shareholders at AGMs. On 26 March 2020, the Board announced that the DIS had been suspended due to the volatility in financial markets caused by the COVID-19 pandemic, with the payment on 31 July 2020 of the final dividend for the year ended 29 February 2020 being made by either cheque or bank transfer using existing mandate instructions.

 

The Directors have resolved to re-introduce the DIS with immediate effect. This means that, unless they advise the Company otherwise, those Shareholders who had previously elected to participate in the DIS will revert to receiving new shares with effect from 20 November 2020, being the payment date of the declared interim dividend. Shareholders who have not previously applied to participate in the DIS but wish to do so in respect of the interim dividend payable on 20 November 2020, should ensure that a mandate form, or CREST instruction if appropriate, is received by the Registrar, Link Market Services, prior to the dividend election date of 6 November 2020. Shares issued under the DIS should, subject to an individual Shareholder's particular circumstances, qualify for VCT tax reliefs applicable for the tax year in which they are allotted. The terms & conditions of the scheme, together with a mandate form, are available from the Company's website at: www.mavencp.com/migvct.

 

Joint Offers for Subscription

 

On 22 July 2020, the Directors of your Company, alongside the Board of Maven Income and Growth VCT 5 PLC, were pleased to announce the intention to raise up to £20 million, in aggregate (£10 million per company), by way of Joint Offers for Subscription in new Ordinary Shares, with over-allotment facilities for up to a further £20 million in total. A Prospectus with full details of the Offers is intended to be published during the Autumn of 2020 and new shares will be issued in respect of both the 2020/21 and 2021/22 tax years.

 

The Directors are confident that Maven's regional office network has the capacity and capability to continue to source attractive VCT qualifying private company and AIM quoted investment opportunities, and that the additional liquidity provided by the proposed fundraising will facilitate further expansion and development of the portfolio in line with the investment strategy. Furthermore, the funds raised will allow your Company to maintain its share buy-back policy, whilst also spreading costs over a wider asset base in line with the objective of maintaining a competitive total expense ratio for the benefit of all Shareholders.

 

Portfolio Developments

 

Whilst your Company's portfolio is well diversified, the rapid change in economic activity resulting from the outbreak of COVID-19 has inevitably had an impact on the trading conditions for certain portfolio companies.

 

As announced on 26 March 2020, the Board and the Manager acted promptly by taking a small number of protective provisions against those unlisted companies with exposure to consumer facing sectors, which were most affected by the lockdown. Maven continues to work closely with the management teams of all investee companies, taking actions as quickly as possible on a case-by-case basis.

 

During the period, the oil price was adversely affected by a dispute between Saudi Arabia and Russia, just as the spread of COVID-19 was resulting in a dramatic fall in the global demand for oil. Following an agreement to cut oil production by a record amount, the market has stabilised and the oil price has started to recover. The oil & gas industry is classified as a key sector by both the UK and Scottish Governments and, therefore, portfolio companies servicing this sector have been able to continue to trade throughout the lockdown, with most remaining profitable. Following a number of realisations in recent years, the energy services sector now accounts for 8.4% of the portfolio by value, with all of the remaining assets operating in the service sector and predominantly in areas related to mandatory rather than discretionary spend, which offers some protection in the current economic climate.

 

The UK formally left the EU on 31 January 2020 and immediately entered into an eleven month transition period that will end on 31 December 2020. Whilst the full extent of future global trading relationships is still to be determined, as at the date of this report, the portfolio has not been materially affected. The majority of the investee companies have limited direct exposure to the EU, but those that do have been implementing contingency plans to mitigate any potential impact.

 

Integrated drug discovery service provider BioAscent Discovery has achieved impressive growth since the Maven VCTs first invested in 2018. Over the past two years, the business has recorded 67% compound annual growth in revenue and was recently named top performing outsourcer in the Alantra Pharma Fast 50, which ranks the UK's fastest growing privately owned pharma and pharma service companies. Since investment, BioAscent has extended its services into complementary chemistry and biology areas and has also expanded its client base. BioAscent has also been involved in the UK's response to the outbreak of COVID-19, helping to set up a new testing facility in conjunction with the Scottish Government to scale up virus testing. Despite the challenging operating climate, BioAscent expects to record further growth during 2020.

 

The first purpose-built facility of Horizon Ceremonies, the Clyde Coast & Garnock Valley, opened in April 2018 and has been steadily building a strong market presence, having been named Best Crematorium in Scotland at the 2019 Scottish Funeral Awards. As part of its growth strategy, Horizon recently acquired two further sites and obtained planning consent for the construction of new crematoria on each site. Building work is now well underway at the location in Cannock, Staffordshire, and construction at the site in the suburbs of Glasgow commenced in August 2020. Two further sites are also now under option, with planning applications submitted. The strategic objective remains to build a portfolio of modern crematoria that provide the highest levels of service and care, whilst meeting the best ethical practice and environmental standards.

 

In 2016, your Company invested in The GP Service (GPS), which provides a secure end-to-end system that allows patients to consult with a doctor online and to have a prescription dispensed at a local pharmacy. The "on-demand" sector for medical consultations has experienced significant growth over recent years, and this has increased further during the COVID-19 pandemic. GPS remains at the forefront of this market, having secured Care Quality Commission accreditation, is using General Medical Council registered doctors and is the only supplier to have access to NHS summary care records, which has enhanced the service offering. There are now 1,600 pharmacy partners on board and the management team continues to progress a number of significant commercial agreements that could be transformational for the business.

 

Martel Instruments, a manufacturer and supplier of custom-built compact printers, portable data loggers and display units to the medical, pharmaceutical and other testing and compliance markets, has benefitted from a period of strong trading over recent months. The company has proven resilient during the COVID-19 crisis and is experiencing good levels of demand for products from the medical market, which is expected to continue once the associated restrictions have been lifted. Martel has a strong order book, is currently operating at full capacity and is forecast to deliver further positive financial performance in 2020.

 

RegTech specialist Symphonic Software has made good progress since Maven clients invested in 2019, having achieved a number of the technical and commercial milestones set out at the time of the original investment. The company operates in an emerging segment of the identify and access management sector and has developed a software solution that enables organisations to share sensitive and time-dependent information by managing access to data and services in a secure manner. Symphonic maintained continuity of service throughout the lockdown, demonstrating its ability to provide service clients with 24/7 customer support. During the current year, the business has achieved good growth in annual recurring revenue (ARR) over the previous year and recently secured a number of notable blue-chip clients. Symphonic is well positioned to continue to focus on growing its client base and increasing ARR, with the objective of building a strong market presence in this growing sub-sector.

 

Maven has a dedicated London based AIM VCT team that has a deep understanding of the market and long-standing relationships with the local broking community. During the period, the AIM portfolio delivered a positive contribution to the overall performance of your Company. The key contributor to this performance was biopharmaceutical developer Avacta, which has reported a steady stream of positive news in relation to the development of its Affimer-based rapid test for COVID-19 for both laboratory and point-of-care settings. Avacta's share price experienced significant appreciation during the reporting period, which allowed a partial realisation of the holding at a meaningful premium to the entry price.

 

Liquidity Management

 

The Board and the Manager continue to operate an active liquidity management policy, with the objective of generating income from cash resources held prior to investment. Whilst the Finance Act 2016 introduced the restriction on holding investments in instruments such as treasury bills or other Government-backed securities for liquidity management purposes, it does permit holding certain other listed securities. Based on the Manager's recommendation, the Board has authorised Maven to invest in a small portfolio of listed investment and unit trusts that offer attractive income characteristics. The Manager retains a positive view on these holdings and will continue to consider any other permitted liquidity management investment options that have the potential to generate income alongside the prospect of capital appreciation.

 

New Investments

 

During the period, your Company provided development capital to eight VCT qualifying private companies offering interesting growth opportunities:

 

GEN inCode is a provider of clinical genetic tests, which use artificial intelligence (AI), bioinformatics and a globally recognised clinical evidence base to provide predictive analysis of a patient's risk in order to determine which medical treatments and procedures will have the best outcome. The company is developing specific genetic markers to help doctors to provide targeted treatment and prevention plans for patients. The VCT funding is being used to expand its presence in the European market and to enter the US, which is a key market for future growth.

 

Hublsoft is a data analytics specialist that aims to provide better support for corporate decision makers. Through its Software as a Service (SaaS) platform, Hublsoft simplifies the analysis of big data using natural language and charts that are simple to interpret and understand. The smart user interface enables the process to be accessible and engaging, making big data more accessible for clients who had previously found it too complex to handle or were heavily reliant on third parties. The VCT funding is being used to support the growth in new markets in the UK and Europe.

 

Intilery has developed a digital customer engagement platform that provides a holistic view of a client's marketing activities, as well as using real time data about their customers' behaviour to identify opportunities for enhancing multi- channel marketing campaigns. Personalised interactions and timely reminders are used to create a better customer experience, help improve levels of engagement, increase customer loyalty and ultimately drive revenue growth. The VCT funding is being used to expand the sales and marketing team as well as further develop the product and associated technology.

 

Nano Interactive is an advertising technology business that uses online search activity to identify relevant individuals that corporate clients and media agencies should target with their advertising. Nano then places these advertisements in real time, or shortly afterwards, on behalf of clients. The company has a strong client base of blue-chip advertisers, including Microsoft and agency groups such as Omnicom and Publicis. The VCT funding is being used for further product development and to establish a presence in the USA.

 

Precursive is a B2B business that provides a SaaS platform to allow clients to automate their customer onboarding and workforce capacity management. The platform bridges the gap between CRM sales systems and customer success platforms, in order to improve operational efficiency, enhance the experience and reduce client churn. Precursive has built a strong market position on the back of a number of high-quality relationships with companies such as DPD, GoCardless, Google and SES, which also provides good levels of forward revenue visibility. The VCT funding is being used to hire additional development staff, to grow outbound and channel sales and to invest in product development.

 

Push Technology is an established technology business that provides client solutions to improve the speed, security and efficiency of real time data transfers. Push has built a strong blue-chip customer base across financial services (including CME Group), e-gaming companies and IOT (Internet of Things), where data transfer is of particularly high importance and value. Push engages with customers through long-term software licenses combined with annual recurring maintenance and support income. The VCT funding is being used to develop the business internationally and to enhance the technology offering.

 

Quorum Cyber Security provides managed service security and consulting services to clients across the UK, Europe and the Middle East, where its Clarity platform provides enterprise-grade cyber security at an accessible price point. Quorum has achieved good growth over the past year and is on track to continue this momentum. The VCT funding is being used to invest in sales and marketing, as well as to further develop the relationship with Microsoft, which should enable Quorum to target larger customers in the future.

 

The Algorithm People has developed a SaaS platform for the transport and logistics sectors that enables operators to reduce costs by planning the most efficient route and job schedule for their vehicle fleet (including electric vehicles). The My Transport Planner application is delivered through a web browser, thereby reducing implementation costs. The VCT funding is being used to progress new partnerships and increase market presence.

 

In addition, four new AIM quoted investments were added to the portfolio:

 

Diurnal is a speciality pharmaceutical company that develops high quality products for the life-long treatment of rare and chronic endocrine conditions, including congenital adrenal hyperplasia and adrenal insufficiency. Your Company participated in the £11.2 million fundraising, which completed in March 2020. The investment is being used to support the development and commercialisation of Diurnal's established products in the US and the rest of the world and to progress the early-stage pipeline opportunities into clinical trial phases.

 

Eden Research develops and supplies innovative biopesticide products and natural micro-capsulation technologies to the global crop protection, animal health and consumer products industries. Your Company participated in the £10.1 million fundraising, which completed in March 2020. This investment will enable the company to develop, register and commercialise key new products in categories such as insecticide formulation and seed treatment, taking a leading position in the rapidly growing sustainable agriculture market.

 

Genedrive is a molecular diagnostics company that is developing and commercialising a low cost and simple to use platform for the rapid diagnosis of infectious diseases and use in patient stratification pathogen detection and other indications. Genedrive recently announced the development of a high throughput SARS-CoV-2 test to detect the COVID-19 infection in patients. Your Company participated in the £7.0 million placing, which completed in May 2020. The investment is being used to support the introduction of the SARS-CoV-2 test alongside other product innovation.

 

Trackwise Designs is a leading provider of specialist interconnector products, manufacturing printed circuit technology for use across multiple sectors and applications. Your Company participated in the £5.9 million fundraising, which completed in March 2020. The investment provides working capital to support the growth of the business, specifically in the Improved Harness Technology area, which utilises the company's proprietary technology to manufacture unlimited length, multilayer flexible printed circuits that can be used in aerospace, automotive, satellite and medical markets.

 

The following investments have been completed during the reporting period:

 

 

 

Investments

 

 

Date

 

 

Sector

Investment

cost

£'000

 

 

Website

New unlisted

 

 

 

 

GEN inCode Limited

July 2020

Health

200

www.genincode.com

Hublsoft Group Limited

June 2020

Software & computer services

(financial services)

300

www.hublsoft.com

Intilery.com Limited

April 2020

Software & computer services

(marketing)

75

www.intilery.com

Nano Interactive Group Limited

March 2020

Software & computer services

(advertising)

625

www.nanointeractive.com

Precursive Limited

March 2020

Software & computer services (professional/employment services)

500

www.precursive.com

Push Technology Limited

March 2020

Software & computer services

(consumer services)

525

www.pushtechnology.com

Quorum Cyber Security Limited

June 2020

Software & computer services

(cyber security)

150

www.quorumcyber.com

The Algorithm People Limited

May 2020

Software & computer services

(transport)

100

www.thealgorithmpeople.co.uk

Total new unlisted

 

 

2,475

 

 

Follow-on unlisted

 

 

 

 

 

ADC Biotechnology Limited1

March and July 2020

Pharmaceuticals & biotechnology

122

www.adcbio.com

 

AVID Technology Group Limited

March 2020

Automobile & parts

71

www.avidtp.com

 

Boiler Plan (UK) Limited

March 2020

Software & computer services

(consumer services)

200

www.boilerplanuk.com

 

Bright Network (UK) Limited

March 2020

Software & computer services (employment services)

667

www.brightnetwork.co.uk

 

Contego Solutions Limited (trading as NorthRow)

July 2020

Software & computer services

(financial services)

250

www.northrow.com

 

Curo Compensation Limited

April 2020

Software & computer services (employment services)

81

www.curocomp.com

 

Horizon Ceremonies Limited

May 2020

Support services

(consumer services)

100

www.horizoncremation.co.uk

 

Life's Great Group Limited (trading as Mojo Mortgages)1

March and July 2020

Software & computer services

(financial services)

270

www.mojomortgages.com

 

Optoscribe Limited

March 2020

Diversified industrials

88

www.optoscribe.com

 

QikServe Limited

March 2020

Software & computer services

(hospitality)

47

www.qikserve.com

 

Relative Insight Limited

June 2020

Software & computer services

(marketing)

100

www.relativeinsight.com

 

The GP Service (UK) Limited

May 2020

Health

163

www.thegpservice.co.uk

 

Total follow-on unlisted

 

 

2,159

 

 

Total unlisted

 

 

4,634

 

 

New quoted

 

 

 

 

 

Diurnal Group PLC

March 2020

Pharmaceuticals & biotechnology

63

www.diurnal.co.uk

 

Eden Research PLC

March 2020

Chemicals

102

www.edenresearch.com

 

Genedrive PLC

May 2020

Pharmaceuticals & biotechnology

25

www.genedriveplc.com

 

Trackwise Designs PLC

March 2020

Electronics & electrical equipment

62

www.trackwise.co.uk

 

Total new quoted

 

 

252

 

 

Follow-on quoted

C4X Discovery Holdings PLC

 

May 2020

 

Pharmaceuticals & biotechnology

 

14

 

www.c4xdiscovery.com

 

Total follow-on quoted

 

 

14

 

 

Total quoted

 

 

266

 

 

Total investments

 

 

4,900

 

1 Follow-on investment made in two stages.

 

At the period end, the portfolio stood at 86 unlisted and quoted investments, at a total cost of £30.74 million.

 

Realisations

 

In June 2020, the partial sale of the investment in Global Risk Partners (GRP) completed. Your Company originally invested in GRP in 2013, participating in a syndicate to back a highly experienced management team to pursue a buy & build strategy in the specialty insurance and reinsurance markets. Since launch, the business has achieved significant scale, having completed and successfully integrated 59 acquisitions, with the enlarged business now achieving annual gross written premium of almost £800 million. Following a competitive process, an offer for the business was received from a US private equity buyer, with a partial exit completing conditionally in February 2020. Regulatory approval for the transaction was granted subsequently and the sale concluded in June, generating a total return of 2.55 times cost. The proceeds will be distributed to your Company in due course.

 

The table below gives details of all realisations achieved during the reporting period:

 

 

 

 

 

Sales

 

 

 

Complete/ partial exit

Value at

29

February

2020

£'000

 

 

Realised gain/(loss)

£'000

Gain/(loss) over 29 February 2020 value

£'000

Unlisted

Lambert Contracts Holdings Limited1

Other unlisted investments

 

2013

 

Complete

 

-

 

-

 

-

 

-

 

20

 

1

 

20

 

1

 

20

 

1

Total unlisted

 

 

-

-

21

21

21

Quoted

Avacta Group PLC

Cello Health PLC

Eden Research PLC Genedrive PLC

Other quoted investments

 

2019

2004

2020

2020

 

Partial Complete

Partial Complete

 

95

309

19

25

4

 

142

418

19

17

4

 

398

499

26

40

4

 

303

190

7

15

-

 

256

81

7

23

-

Total quoted

 

 

452

600

967

515

367

Unit trusts

Royal London Short Duration Credit Fund (Class M Income)

 

2019

 

Partial

 

-

 

-

 

9

 

9

 

9

Total unit trusts

 

 

-

-

9

9

9

Total sales

 

 

452

600

997

545

397

1 Final recovery proceeds.

 

During the period under review, one private company was struck off the Register of Companies, resulting in a realised loss of £897,000 (cost £897,000). This had no effect on the NAV of the Company as a full provision had been made against the value of the holding in a previous period.

 

Material Developments Since the Period End

 

Since 31 August 2020, one new private company holding have been added to the portfolio:

 

· MirrorWeb has developed a cloud-based social media and website archiving solutions for both the public and private sectors, where companies are increasingly looking to preserve online data to meet statutory, regulatory or legal obligations. The company provides a reliable, secure solution for archiving and monitoring websites and other online channels, allowing clients to preserve legally admissible records in a digital archive, leading to reduced compliance costs and improved efficiency through automation. The business has built a strong recurring revenue base and has a client list that includes Aberdeen Standard Investments, the BBC, HM Treasury, Tesco Bank, The National Archives and Zurich Insurance Group. The VCT funding is being used to grow the sales and marketing function with a view to building its market presence in the UK and US, particularly within the financial services sector.

 

Principal and Emerging Risks and Uncertainties

 

The principal and emerging risks and uncertainties facing the Company were set out in full in the Strategic Report contained within the 2020 Annual Report, and are the risks associated with investment in small and medium sized unlisted and AIM/AQSE quoted companies which, by their nature, carry a higher level of risk and are subject to lower liquidity than investments in larger quoted companies. The valuation of investee companies may be affected by economic conditions, the credit environment and other risks including legislation, regulation, adherence to VCT qualifying rules and the effectiveness of the internal controls operated by the Company and the Manager. These risks and procedures are reviewed regularly by the Audit and Risk Committees and reported to your Board. The Board has confirmed that all tests, including the criteria for VCT qualifying status, continue to be monitored and met.

 

During the period under review, the COVID-19 pandemic developed from being an emerging risk to a principal risk that had implications for the Company, the Manager and investee companies, as well as the UK and global economies. The Board and the Manager have sought to identify all of the individual and associated risks that could impact on the Company and the steps that are required to mitigate them. These have been recorded in separate risk registers that are maintained by the Company and the Manager, and these will be reviewed on a regular basis as the situation continues to evolve.

 

Share Buy-backs

 

Shareholders have given the Board authority to buy back shares for cancellation or to be held in treasury, subject always to such transactions being in the best interests of Shareholders. It is intended that, subject to market conditions, available liquidity and the maintenance of the Company's VCT status, shares will continue to be bought back at prices representing a discount of between 5% and 10% of the prevailing NAV per share. During the period under review, 1,207,705 shares were bought back for cancellation at a total cost of £497,000.

 

Regulatory Update

 

Following the outbreak of COVID-19, a number of regulatory changes have been implemented to assist and support companies through this crisis. The Corporate Insolvency and Governance Act has temporarily suspended parts of insolvency law to support directors to continue trading through the emergency without the threat of personal liability for wrongful trading and to protect companies from creditor action. In addition, Company Law and other legislation has been amended to provide companies with temporary easements on company filings and the holding of AGMs.

 

The Financial Conduct Authority (FCA) has recognised that fund managers and auditors could face challenges in preparing financial information as a result of the pandemic and have announced an extension to the filing deadlines for annual and interim reports. Your Company does not expect to have to take advantage of these extended filing deadlines.

 

The FCA has also published detailed information setting out its expectations during the crisis. The FCA expects firms to take reasonable steps to ensure that they are prepared to meet the challenges presented by COVID-19 in order to maintain business continuity. Firms are encouraged to ensure that they are managing their financial resilience and liquidity, and to report to the FCA if they believe they will face difficulties. The FCA has also set out its high-level expectations on the application of firms' systems and controls for combatting and preventing financial crime, including client identity verification.

 

On 27 March 2020, the International Private Equity and Venture Capital Valuation (IPEV) Guidelines Board issued special valuation guidance to assist managers who are applying the IPEV Valuation Guidelines to their 31 March 2020 portfolios. The Guidelines were last updated in 2018 and are the prevailing framework for fair value information in the private equity and venture capital industry. In the current global crisis, it is vitally important that information continues to flow in a timely and consistent manner, and the special valuation guidance reinforces key valuation principles in order to ensure the robustness of information making its way to investors and other stakeholders.

 

Outlook

 

Notwithstanding the unforeseen difficulties presented by the COVID-19 pandemic, your Company remains well positioned, benefitting from a diverse portfolio of younger companies seeking to achieve significant growth and scale, together with a number of more established and mature private and AIM quoted investments. The strategy for the second half of the financial year will remain focused on cautiously expanding and further developing the portfolio. In particular, the Manager will be seeking out those growth companies that have strong recurring or contractual revenues, or which operate an online business model, or are generally more defensive to the market and trading conditions experienced during the year to date as a result of the pandemic.

 

On behalf of the Board

Maven Capital Partners UK LLP

Secretary

 

19 October 2020

 

Summary of Investment Changes

 

For the six months ended 31 August 2020

 

 

Valuation 

29 February 2020

  £'000  %

Net investment/ (disinvestment)

£'000

Appreciation/ (depreciation)

£'000

Valuation 

31 August 2020

  £'000   %

Unlisted investments

 

 

 

 

 

 

Equities

13,750

31.9

4,466

63

18,279

44.8

Preference shares

-

-

-

-

-

-

Loan stock

7,941

18.4

147

(614)

7,474

18.4

 

21,691

50.3

4,613

(551)

25,753

63.2

AIM/AQSE investments

 

 

 

 

 

 

Equities

1,050

2.4

(701)

530

879

2.2

Listed investments

 

 

 

 

 

 

Investment trusts

1,431

3.3

-

(23)

1,408

3.5

Unit trusts

2,010

4.7

(9)

1

2,002

4.9

Total investments

26,182

60.7

3,903

(43)

30,042

73.8

Net current assets

16,918

39.3

(6,252)

-

10,666

26.2

Net assets

43,100

100.0

(2,349)

(43)

40,708

100.0

 

Investment Portfolio Summary

 

As at 31 August 2020

Investment

Valuation £'000

Cost £'000

% of total assets

% of equity held

% of equity held by other clients1

Unlisted

 

 

 

 

 

Martel Instruments Holdings Limited

1,966

1,234

4.8

14.9

29.3

Horizon Ceremonies Limited2

1,184

788

2.9

4.2

48.5

CatTech International Limited

1,169

627

2.8

6.0

24.0

Maven Co-invest Endeavour Limited Partnership (invested in Global Risk Partners)

1,089

435

2.7

24.3

75.7

Vodat Communications Group Limited

1,024

567

2.5

4.2

22.6

Bright Network (UK) Limited

971

940

2.4

8.5

29.8

The GP Service (UK) Limited

892

860

2.2

10.3

41.0

HCS Control Systems Group Limited

846

846

2.1

6.9

29.6

CB Technology Group Limited

843

579

2.1

11.8

67.2

Life's Great Group Limited (trading as Mojo Mortgages)

825

820

2.0

10.0

35.6

Contego Solutions Limited (trading as NorthRow)

798

798

2.0

6.6

26.2

Relative Insight Limited

700

700

1.7

3.7

25.6

Glacier Energy Services Holdings Limited

688

688

1.7

2.7

25.0

Whiterock Group Limited

676

321

1.7

5.2

24.8

Rockar 2016 Limited (trading as Rockar)

672

580

1.6

3.0

12.6

RMEC Group Limited

659

463

1.6

2.9

47.2

QikServe Limited

659

659

1.6

3.0

12.3

Nano Interactive Group Limited

625

625

1.5

3.7

11.2

Flow UK Holdings Limited

598

598

1.5

7.3

27.7

Delio Limited

533

533

1.3

3.6

9.9

Push Technology Limited

525

525

1.3

2.8

8.5

Precursive Limited

500

500

1.2

4.3

17.3

CODILINK UK Limited (trading as Coniq)

450

450

1.1

1.3

3.6

Ensco 969 Limited (trading as DPP)

443

733

1.1

4.9

29.6

Filtered Technologies Limited

435

400

1.1

4.3

22.3

Boiler Plan (UK) Limited

400

400

1.0

8.2

48.3

BioAscent Discovery Limited

392

174

1.0

4.4

35.6

Symphonic Software Limited

370

185

0.9

2.2

12.1

WaterBear Education Limited

348

245

0.9

5.1

34.1

ebb3 Limited

340

252

0.8

6.0

52.6

GradTouch Limited

300

400

0.7

5.8

29.7

HiveHR Limited

300

300

0.7

5.2

33.7

Hublsoft Group Limited

300

300

0.7

4.7

26.5

e.fundamentals (Group) Limited

300

200

0.7

1.6

9.2

Growth Capital Ventures Limited

269

257

0.7

5.3

37.8

Shortbite Limited (trading as DigitalBridge)

257

258

0.6

2.8

17.9

TC Communications Holdings Limited

241

413

0.6

3.5

26.5

Curo Compensation Limited

228

298

0.6

2.4

16.6

ISN Solutions Group Limited

205

323

0.5

4.6

50.4

Lending Works Limited

203

407

0.5

3.4

17.1

GEN inCode UK Limited

200

200

0.5

2.2

14.4

eSafe Global Limited

187

249

0.5

4.8

27.3

Optoscribe Limited

187

187

0.5

1.5

8.1

R&M Engineering Group Limited

172

762

0.4

8.6

62.0

Quorum Cyber Security Limited

150

150

0.4

2.6

18.4

Altra Consultants Limited

100

100

0.2

1.7

58.3

The Algorithm People Limited

100

100

0.2

3.3

22.7

AVID Technology Group Limited

91

365

0.2

1.5

8.4

Fathom Systems Group Limited

77

711

0.2

8.0

52.0

Intilery.com Limited

75

75

0.2

3.3

23.1

Honcho Markets Limited

65

65

0.2

1.2

23.5

Space Student Living Limited

45

  -

0.1

11.5

68.6

FLXG Scotland Limited (formerly Flexlife Group Limited)

41

277

 

0.1

1.8

12.5

LightwaveRF PLC3

40

74

0.1

0.9

0.9

Other unlisted investments

-

2,330

 

 

 

Total unlisted

25,753

26,326

63.2

 

 

Quoted

 

 

 

 

 

Avacta Group PLC

143

13

0.4

 -

 -

Diurnal Group PLC

108

63

0.3

0.2

0.6

Intelligent Ultrasound Group PLC

106

82

0.3

0.4

2.1

Angle PLC

96

114

0.2

0.1

0.1

Eden Research PLC

87

83

0.2

0.4

1.1

Trackwise Designs PLC

79

62

0.2

0.3

1.0

Seen PLC (Entertainment AI PLC)

73

150

0.2

0.7

0.8

C4X Discovery Holdings PLC

66

47

0.1

0.3

1.9

Osirium Technologies PLC

60

100

0.1

1.5

4.4

Hardide PLC

33

80

0.1

0.3

0.4

Vianet Group PLC (formerly Brulines Group PLC)

28

37

0.1

0.1

1.4

Other quoted investments

  -

214

 

 

 

Total quoted

879

1,045

2.2

 

 

Private equity investment trusts

 

 

 

 

 

HarbourVest Global Private Equity Limited

298

250

0.6

 -

0.1

Standard Life Private Equity Trust PLC

235

251

0.6

0.1

0.1

Pantheon International PLC

185

176

0.5

 -

0.1

Princess Private Equity Holding Limited

169

158

0.4

 -

0.2

ICG Enterprise Trust PLC

151

153

0.4

 -

0.1

BMO Private Equity Trust PLC (formerly F&C Private Equity Trust PLC)

143

154

0.4

0.1

0.4

Apax Global Alpha Limited

83

71

0.2

 -

0.1

HgCapital Trust PLC

82

64

0.2

 -

0.1

Total private equity investment trusts

1,346

1,277

3.3

 

 

Real estate investment trusts

Regional REIT Limited

 

62

 

87

 

0.2

 

-

 

0.1

Total real estate investment trusts

62

87

0.2

 

 

Unit trusts

 

 

 

 

 

Royal London Cash Plus Fund

(Class Y Accumulation)

1,010

1,000

2.5

100.0

-

Royal London Short Duration Credit Fund

(Class M Income)

992

1,000

2.4

100.0

-

Total unit trusts

2,002

2,000

4.9

 

 

Total investments

30,042

30,735

73.8

 

 

1 Other clients of Maven Capital Partners UK LLP.

2 Horizon Cremation has changed its name to Horizon Ceremonies.

3 Originally purchased as an AIM quoted stock, which subsequently delisted during a previous period.

 

Income Statement

 

For the Six Months Ended 31 August 2020

 

 

Six months ended

31 August 2020

(unaudited)

Six months ended

31 August 2019

(unaudited)

Year ended

29 February 2020

(audited)

 

Revenue

Capital

Total

Revenue

Capital

Total

Revenue

Capital

Total

 

£'000

£'000

£'000

£'000

£'000

£'000

£'000

£'000

£'000

(Losses) / gains on investments

  -

  (43)

  (43)

  -

  531

  531

  -

  579

  579

Income from investments

  517

  -

  517

  571

  -

  571

  966

  -

  966

Other income

  16

  -

  16

  59

  -

  59

  115

  -

  115

Investment management fees

  (81)

  (322)

  (403)

  (67)

  (267)

 (334)

  (150)

  (601)

  (751)

Other expenses

  (142)

  -

  (142)

  (174)

  -

 (174)

  (361)

  -

 (361)

Net return on ordinary activities before taxation

  310

  (365)

  (55)

  389

  264

  653

  570

  (22)

  548

Tax on ordinary activities

  (28)

  28

  -

  (27)

  27

  -

  (106)

  106

  -

Return attributable to Equity Shareholders

  282

  (337)

  (55)

  362

  291

  653

  464

  84

  548

Earnings per share (pence)

  0.31

  (0.36)

  (0.05)

  0.40

  0.32

  0.72

  0.50

  0.09

  0.59

 

All gains and losses are recognised in the Income Statement.   

All items in the above statement are derived from continuing operations. The Company has only one class of business and one reportable segment, the results of which are set out in the Income Statement and Balance Sheet. The Company derives its income from investments made in shares, securities and bank deposits.

 

There are no potentially dilutive capital instruments in issue and therefore no diluted earnings per share figures are relevant. The basic and diluted earnings per share are therefore identical.

 

The accompanying Notes are an integral part of the Financial Statements.

 

Statement of Changes in Equity

 

For the Six Months Ended 31 August 2020

 

Six months ended 31 August 2020 (unaudited)

 

 

 

 

 

Share capital

£'000

Share premium account

£'000

Capital reserve realised

£'000

Capital reserve unrealised

£'000

Special distributable

reserve

£'000

Capital redemption

reserve

£'000

 

Revenue reserve

£'000

 

 

Total

£'000

At 29 February 2020

  9,299

  101

  (18,489)

  (327)

  51,381

  25

  43,100

Net return

  -

  -

  (646)

  309

  -

  -

  282

  (55)

Dividends paid

  -

  -

  (1,380)

-

  -

  -

  (460)

  (1,840)

Repurchase and cancellation of shares

 

  (121)

  -

  -

  -

  (497)

  121

  -

  (497)

At 31 August 2020

  9,178

  101

 (20,515)

  (18)

  50,884

  146

  932

  40,708

 

Six months ended 31 August 2019   (unaudited)

 

 

 

 

 

Share capital

£'000

Share premium account

£'000

Capital reserve realised

£'000

Capital reserve unrealised

£'000

Special distributable

reserve

£'000

Capital redemption

reserve

£'000

 

Revenue reserve

£'000

 

 

Total

£'000

At 28 February 2019

  5,286

  10,253

  (16,907)

  (135)

  25,746

  361

  646

 25,250

Net return

  -

  -

  (915)

  1,206

  -

  -

  362

  653

Repurchase and cancellation of shares

  (89)

  -

  -

  -

  (405)

  89

  -

  (405)

Net proceeds of share issue

  4,116

  15,536

  -

  -

  -

  -

  -

 19,652

At 31 August 2019

  9,313

  25,789

  (17,822)

  1,071

  25,341

  450

  1,008

  45,150

 

Year ended 29 February 2020   (audited)

 

 

 

 

Share capital

£'000

Share premium account

£'000

Capital reserve realised

£'000

Capital reserve unrealised

£'000

Special distributable

reserve

£'000

Capital redemption

reserve

£'000

Revenue reserve

£'000

Total

£'000

At 28 February 2019

  5,286

  10,253

  (16,907)

  (135)

  25,746

  361

  646

  25,250

Net return

-

  -

  276

  (192)

  -

  -

  464

  548

Cancellation of share premium account

  -

 (25,787)

  -

  -

  25,787

  -

  -

  -

Cancellation of capital redemption reserve

  -

  -

  -

  -

  475

  (475)

  -

  -

Share premium cancellation costs

  -

  (12)

  -

  -

  -

  -

  -

  (12)

Dividends paid

  -

  -

  (1,858)

  -

  -

  -

  -

  (1,858)

Repurchase and cancellation of shares

  (139)

  -

  -

  -

  (627)

  139

  -

  (627)

Net proceeds of share issue

  4,116

  15,536

  -

  -

  -

  -

  -

 19,652

Net proceeds of DIS issue

  36

  111

  -

  -

  -

  -

  -

  147

At 29 February 2020

  9,299

  101

  (18,489)

  (327)

  51,381

  25

  1,110

  43,100

 

The accompanying Notes are an integral part of the Financial Statements.

 

Balance Sheet

 

As at 31 August 2020


 31 August 2020

 31 August 2019

 29 February 2020

 

 

 (unaudited)

 (unaudited)

 (audited)

 

 

 '000

 '000

 '000

 

Fixed assets

 



 

Investments at fair value through profit or loss

  30,042

  24,500

  26,182

 

Current assets

 

 

 

 

Debtors

  420

  389

  416

 

Cash

  10,268

  20,291

  16,540

 

 

  10,688

  20,680

  16,956

 

Creditors

 

 

 

 

Amounts falling due within one year

  (22)

  (30)

  (38)

 

Net current assets

  10,666

  20,650

  16,918

 

Net assets

  40,708

  45,150

  43,100

 

Capital and reserves

 

 

 

 

Called up share capital

  9,178

  9,313

  9,299

 

Share premium account

  101

  25,789

  101

 

Capital reserve - realised

  (20,515)

  (17,822)

  (18,489)

 

Capital reserve - unrealised

  (18)

  1,071

  (327)

 

Special distributable reserve

  50,884

  25,341

  51,381

 

Capital redemption reserve

  146

  450

  25

 

Revenue reserve

  932

  1,008

  1,110

 

Net assets attributable to Equity Shareholders

  40,708

  45,150

43,100

Net Asset Value per Ordinary Share (pence)

   44.35

48.48

  46.35

 

 

The Financial Statements of Maven Income and Growth VCT PLC, registered number 3908220, were approved and authorised for issue by the Board of Directors on 19 October 2020 and were signed on its behalf by:

 

J Pocock

Director

 

The accompanying Notes are an integral part of the Financial Statements.

 

Cash Flow Statement

 

For the Six Months Ended 31 August 2020

 


Six months ended

31 August 2020 (unaudited)

£'000

Six months ended

31 August 2019 (unaudited)

£'000

Year ended

298 February 2020

(audited)

£'000

Net cash flows from operating activities

  (60)

164

  39

Cash flows from investing activities




Purchase of investments

  (4,900)

  (3,894)

  (8,450)

Sale of investments

  1,025

  2,425

  5,300

Net cash flows from investing activities

  (3,875)

  (1,469)

  (3,150)

Cash flows from financing activities




Equity dividends paid

  (1,840)

  -

(1,858)

Issue of Ordinary Shares

  -

  19,652

  19,799

Share premium cancellation costs

  -

  -

  (12)

Repurchase of Ordinary Shares

  (497)

  (405)

  (627)

Net cash flows from financing activities

  (2,337)

  19,247

  17,302

Net (decrease) / increase in cash

  (6,272)

  17,942

  14,191

Cash at beginning of period

  16,540

  2,349

  2,349

Cash at end of period

  10,268

  20,291

  16,540

 

The accompanying Notes are an integral part of the Financial Statements.

 

Notes to the Financial Statements

 

1.  Accounting Policies

 

The financial information for the six months ended 31 August 2020 and the six months ended 31 August 2019 comprises non-statutory accounts within the meaning of S435 of the Companies Act 2006. The financial information contained in this report has been prepared on the basis of the accounting policies set out in the Annual Report and Financial Statements for the year ended 29 February 2020, which have been filed at Companies House and contained an Auditor's Report that was not qualified and did not contain a statement under S498(2) or S498(3) of the Companies Act 2006.   

 

2.  Reserves 

 

Share premium account  

The share premium account represents the premium above nominal value received by the Company on issuing shares, net of issue costs. This reserve is non distributable.  

 

Capital reserves  

Gains or losses on investments realised in the year that have been recognised in the Income Statement are transferred to the capital reserve realised account on disposal. Furthermore, any prior unrealised gains or losses on such investments are transferred from the capital reserve unrealised account to the capital reserve realised account on disposal. Increases and decreases in the fair value of investments are recognised in the Income Statement and are then transferred to the capital reserve unrealised account. The capital reserve realised account also represents capital dividends, capital investment management fees and the tax effect of capital items. This reserve is distributable.    

 

Special distributable reserve   

The total cost to the Company of the repurchase and cancellation of shares is represented in the special distributable reserve. This reserve is distributable.

 

Capital redemption reserve  

The nominal value of shares repurchased and cancelled is represented in the capital redemption reserve. This reserve is non distributable.  

 

Revenue reserve  

The revenue reserve represents accumulated profits retained by the Company that have not been distributed to Shareholders as a dividend. This reserve is distributable.  

 

Return per Ordinary Share

 Six months ended

31 August 2020

The returns per share have been based on the following figures:

 

Weighted average number of Ordinary Shares

  92,348,499

Revenue return

£282,000

Capital return

(£337,000)

Total return

(£55,000)

 

Directors' Responsibility Statement

 

The Directors confirm that, to the best of their knowledge:

 

• the Financial Statements for the six months ended 31 August 2020 have been prepared in accordance with FRS 102, the Financial Reporting Standard applicable in the UK and Republic of Ireland;

 

• the Interim Management Report includes a fair review of the information required by DTR 4.2.7R in relation to the indication of important events during the first six months, and of the principal risks and uncertainties facing the Company during the second six months, of the year ending 28 February 2021; and

 

• the Interim Management Report includes adequate disclosure of the information required by DTR 4.2.8R in relation to related party transactions and any changes therein.

 

Other Information

 

The NAV per Ordinary Share at 31 August 2020 has been calculated using the number of Ordinary Shares in issue of 91,780,428 .

 

A full copy of the Interim Report and Financial Statements will be issued to Shareholders. Copies of this announcement will be available to the public at the office of Maven Capital Partners UK LLP, Kintyre House, 205 West George Street, Glasgow G2 2LW and at the registered office of the Company, 5th Floor, 1-2 Royal Exchange Buildings, London EC3V 3LF.

 

Neither the content of the Company's website nor the contents of any website accessible from hyperlinks on the Company's website (or any other website) is incorporated into, or forms part of, this announcement.

 

By order of the Board

Maven Capital Partners UK LLP

Secretary

 

19 October 2020

 

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