Half-year Financial Report

FORESIGHT VENTURES VCT PLC
LEI: 213800R88MRC4Y3OIW86

19 DECEMBER 2025

UNAUDTED HALF-YEARLY FINANCIAL REPORT
FOR THE PERIOD ENDED 30 SEPTEMBER 2025

FINANCIAL HIGHLIGHTS

• One new investment costing £0.4 million and five follow‑on investments costing £2.6 million were made during the period.
• The Company fully exited its unquoted investments in CAI Software LLC, Gatewales Limited and Kimbolton Lodge Limited,

         returning proceeds of £2.1 million to the Company.

• The Company fully exited one investment and partially exited its investments in six quoted investments, returning proceeds of £1.1 million to the Company.
• The Unquoted Growth portfolio saw a net valuation increase of £0.7 million in the period.
• The Company launched an offer for subscription on 14 October 2025 to raise up to £10 million (with an overallotment facility for up to an additional £5 million) through the issue of shares.
• Post period end the Company paid a 1.8p per share dividend on 17 October 2025.
• The Board is pleased to declare an interim dividend of 1.8p per share to be paid on 27 March 2026. The shares will be quoted

         ex-dividend on 5 March 2026 and the record date for payment will be 6 March 2026.


Chair’s Statement
I am pleased to present the Company’s Unaudited Half‑Yearly Financial Report for the six months ended 30 September 2025.

Introduction

On behalf of the Board, I present the Unaudited Half-Yearly Financial Report for Foresight Ventures VCT Plc for the six months ended 30 September 2025. I am pleased to report that the period under review has shown some early signs of progress for the Company, following the merger with Thames Ventures VCT 2 plc in November 2024 and the revised strategy to focus on Unquoted Growth investments.

Despite ongoing global and domestic economic uncertainty and sector-specific challenges, the Company is beginning to see early, but encouraging signs that the steps taken over the past year to focus on the core investment strategy and streamline the portfolio are beginning to take effect, reporting improved liquidity and management efficiencies, and a very modest increase in NAV. We do, however, note there have also been some outcomes that have been below expectations and therefore remain ever mindful that there is still considerable work ahead.

I would also like to take this opportunity to welcome Stella Panu to the Board, who joined as a Director in September 2025, bringing a wealth of experience in portfolio strategy, risk oversight and shareholder engagement. The Board looks forward to working with her as we continue to strengthen governance and oversee the next phase of the Company’s development.

Net Asset Value and dividends

As at 30 September 2025, the Company’s NAV per share stood at 90.7p, an increase of 0.6p (or 0.7%) over the period.

The Company’s policy is to seek to pay annual dividends of at least 4% of net assets per annum. Post period end, on 17 October 2025, the Company paid a final dividend of 1.8p, taking total dividends paid in respect of the year ended 31 March 2025 up to 3.8p per share, equivalent to 4.2% of the closing net assets of the financial year. This took the total dividends paid since the merger with Downing Absolute Income VCT 1 plc, Downing Absolute Income VCT 2 plc, Downing Income VCT plc, Downing Income VCT 3 plc and Downing Income VCT 4 plc in November 2013 to 115.1p per share (rebased).

The Board is pleased to declare an interim dividend of 1.8p per share, which will be paid on 27 March 2026.

The Company offers its Shareholders the opportunity to participate in a dividend reinvestment scheme, whereby they may elect to receive shares, credited as fully paid, instead of receiving dividends in cash. If you wish to participate, please contact the registrar, City Partnership, on the details provided on page 42 of the Half-Year Report.

On 15 November 2024, the Company launched an offer for subscription to raise £5 million (with an over-allotment facility of a further £5 million). During the period to 30 September 2025, the Company raised £2.5 million, bringing the total funds raised under the offer to £3.4 million. The Company launched an offer for subscription on 14 October 2025 to raise up to £10 million (with an overallotment facility for up to an additional £5 million) through the issue of shares.

Investment performance and portfolio activity
A detailed analysis of the investment portfolio performance over the year is given in the Manager’s Review.

In brief, during the six months under review, the Company invested £3.0 million in six Unquoted Growth companies, one of which was new to the portfolio, and received proceeds of £3.1 million from the full and partial realisations of investments across our unquoted and quoted portfolios.

The whole portfolio showed net valuation gains of £1.3 million, including foreign exchange losses of £0.5 million. £1.3 million of growth arose from the Quoted Growth investments, with the market beginning to recover after an extremely unforgiving year for the AIM market as a whole. The Yield Focused investments saw a net valuation loss of £0.6 million in the period. Two exits were completed in the period relating to the Yield Focused assets, generating proceeds of £1.6 million for the portfolio. For further details on these exits please refer to the Manager’s Review on page 11 of the Half-Year Report.

The Manager continues to make steady progress in realising the remainder of the Quoted Growth and Yield Focused portfolios, which should help reduce volatility and enable greater focus on higher-conviction growth investments going forward.

The Unquoted Growth investments had a net valuation gain of £0.7 million in the period. Within the Unquoted Growth portfolio, valuation increases of £5.0 million were offset by valuation losses of £4.3 million. The largest decrease in the period was to write down Ecstase Limited (£2.0 million) as a result of continued trading challenges in a tough market leading to a reassessment of the Company’s financial position.

The Company also completed the sale of CAI Software LLC, generating proceeds of £0.4 million, a 0.3x return for the Company. Whilst this was a disappointing result for the Company, it stands in contrast to the encouraging progress of other portfolio companies. Notably Maestro Media Limited, which saw a mechanical valuation increase of £1.3 million in the period, Virtual Class Limited, which saw a valuation increase of £0.8 million, and FVRVS Limited, which also saw a valuation increase of £0.8 million. We remain optimistic about the ongoing efforts in realising non-core assets and by the positive performance of other holdings that continue to deliver strong value creation.

Post period end, the Company completed the partial sale of Ayar Labs Limited, generating proceeds of £1.3 million and a 2.1x return for the Company (4.4x on original amount invested).

Further details on the investment portfolio can be found within the Manager’s Review and the Portfolio Overview on pages 8 to 24 of the Half-Year Report.

Responsible investing

The Board notes the commitment of the Manager to being a “Responsible Investor”. Foresight places environmental, social and governance (“ESG”) criteria at the forefront of its business and investment activities in line with best practice and in order to enhance returns for their investors. Further detail can be found on page 26 of the Half-Year Report.

Special administration of the Company’s custodian of quoted assets
As previously reported, since September 2020 the Company has used IBP Capital Markets Limited (“IBP”) as custodian
for its quoted investments. Appointing a custodian is a requirement of the FCA, and IBP was an FCA authorised and regulated wholesale broker, providing custody services and access to equity and fixed income securities for non-retail clients, including the Company.

On 13 October 2023, the FCA published a supervisory notice under section 55L(3)(a) of the Financial Services and Markets Act 2000, imposing certain restrictions on IBP. On the same date, IBP applied to the High Court and special administrators were appointed.

As noted in the Annual Report, on 19 July 2024, around 80% of the quoted investment portfolio was returned to the Company, meaning normal management and trading of these positions has resumed. The remaining 20% will be returned following the conclusion of court proceedings, the timing of which is currently anticipated to take place in 2027, unless additional claims are submitted or the outcome of the court proceedings in terms of a final distribution is not as expected. The Company will communicate with Shareholders if there is any new information that materially impacts the numbers presented in this report. Please refer to note 8 of the accounts for further information.

Share buybacks

Since the merger, the Company has been operating a policy of buying back its own shares that become available in the market at a 2.5% discount to NAV. Pre-merger, the target discount was 5.0%. This is reviewed regularly in line with other cash management metrics.

During the year, the Company purchased and subsequently cancelled 2,347,339 shares at an average discount of 2.5% to the prevailing NAV per share. The Board and the Manager consider that the ability to offer to buy back shares at this level of discount is fair to both continuing and selling Shareholders.

Share buybacks, whenever offered, are timed to avoid the Company’s closed periods. Buybacks will generally take place, subject to demand, during the following times of the year:

• January, after the Half-Yearly Report has been published
• March, prior to the end of the financial year
• August, after the Annual Report has been published
• September, prior to the Half-Yearly reporting date of 30 September

The Company retains Panmure Liberum as its corporate broker to assist in operating the share buyback process and ensuring that the quoted spread on the Company’s shares remains at a reasonable level. Contact details for Panmure Liberum are on page 42 of the Half-Year Report.

Management charges and performance incentive

The annual management fee is an amount equal to 2.0% of net assets, for the period ended 30 September 2025 this equated to £1.0 million (31 March 2025: £1.8 million).

A new performance incentive scheme was formally approved by Shareholders as part of the merger on 15 November 2024. This scheme, in brief, means a performance fee would be payable to the Manager at the end of each performance period, subject to a total return hurdle.

The fee would be equal to the lesser of: (i) 20% of distributions attributable to the relevant performance period; or (ii) 20% of the increase in the total return which is higher than the hurdle. The Board believes this new scheme will provide additional motivation for the Manager to drive enhanced shareholder value.

There is no performance incentive accrued in respect of the period ended 30 September 2025 (31 March 2025: £nil).

Board composition

The Board comprises four Non-Executive Directors, which the Board considers to be an appropriate number for the current size of the VCT. All of the Directors are independent, with the exception of Chris Allner who is considered non-independent by virtue of being a partner at Downing LLP, the previous investment adviser to the Company, which still provided some services to Foresight Group up until June 2025.

Barry Dean retired as a Director of the Company at the AGM on 22 September 2025, having served on the Board since 2013. The Board would like to thank Barry for his significant contribution and dedication to the Company over the years.

The Board is pleased to welcome Stella Panu as a Non-Executive Director, whose appointment took effect from 23 September 2025. Stella brings over 20 years of investment management and governance experience to her role as a Non-Executive Director. As a founding Partner of Maven Capital Partners, she led private equity and high-growth UK company investments across various technology sectors. She also acted as investment manager for several VCT funds, taking responsibility for portfolio strategy, risk oversight and shareholder engagement. With 15 years of Board experience supporting SMEs and growth businesses, Stella combines strategic insight with practical governance expertise. Her background in economics, law, and investment banking underpins a proven track record of driving growth, delivering value and supporting successful investment outcomes.

Outlook

As we look ahead to the remainder of the year and beyond, the macroeconomic environment remains complex and evolving, and it is with very cautious optimism that we assess the prospects for the Company.

The Company’s focus on Unquoted Growth investments in deep technology and software, whilst gradually realising non-core assets, has proven valuable and well-positioned in the UK investment market. This is evidenced by the UK Government’s continued efforts to stimulate growth in the UK’s technology sector. A particular highlight has been the announcement of over £40 billion in AI and cloud infrastructure investment from global leaders including Microsoft, Google and Nvidia. This surge in capital reflects growing confidence in the UK’s digital economy and lays the foundation for the next generation of AI-enabled companies – further reinforcing the relevance of our strategy: investing in diversified high-growth potential, innovative companies.

Whilst there remains a way to go, encouraging early signs of improved performance provide a quiet confidence that the Company is now well set up to drive growth and deliver value to our Shareholders. There will undoubtedly be challenges ahead, but the Manager remains committed to supporting portfolio companies methodically, exercising capital discipline, and positioning the Company to capture value. The Board acknowledges the Company is in a period of transition following the merger and would like to thank Shareholders for their continued support as we navigate this phase and continue to build towards longer-term value creation.

Atul Devani
Chair
19 December 2025

Manager’s Review

Unquoted Growth

As at 30 September 2025, the Company’s Unquoted Growth portfolio comprised 34 investments (26 active) with a total cost of £64.1 million and a valuation of £58.1 million.

Portfolio summary

At 30 September 2025, the Company held total unquoted investments of £66.6 million, split £58.1 million Unquoted Growth and £8.6 million Unquoted Yield Focused. Details of the Unquoted Yield Focused portfolio performance are set out on page 11 of the Half-Year Report.

Following the merger between the Company and Thames Ventures VCT 2 plc in November 2024, the Unquoted Growth portfolio now comprises 34 companies, across a range of sectors. The Manager is pleased to report that, for the six months ended 30 September 2025, the Unquoted Growth portfolio had an unrealised investment valuation gain of
£3.8 million.

Following a period of underperformance, we are beginning to see encouraging signs that our focus on the Company’s core strategy and streamlining the portfolio, which has resulted in steady progress in the period, is yielding results. Whilst there remains work to do, the results of the six-month period ended 30 September 2025 evidence the potential to create value in what is a volatile macroeconomic environment. We are conscious that there will be challenges ahead, as we have seen with some disappointing outcomes in the period, but the Manager is committed to continuing its proactive approach, supporting the portfolio through these challenging times and ultimately driving growth as we hope to see recovery across the wider UK economy in parallel.

New and follow-on investments

The pace of deal activity across the market continues to grow, although the economic picture in the UK remains finely balanced. Interest rates have remained high and inflation is still above the Bank of England’s 2% target. The economy is showing signs of resilience in some sectors but still faces important structural and cyclical headwinds. Careful management remains crucial to steer portfolio companies through this environment.
We have continued to invest in our deal origination capabilities and have identified a number of potentially attractive investment opportunities. During the period, one new investment was completed in Spaceflux Limited (£0.4 million), a global optical sensor network and AI analytics platform used to track satellites and space debris. Further to this, there continues to be a strong pipeline of opportunities that we are working to convert over the next six months. Follow-on investments totalling £2.6 million were also made in five existing investee companies, showing continued support for growth initiatives.

Spaceflux Limited
In July 2025, the Company invested £0.4 million into Spaceflux, alongside Foresight Technology VCT plc, as part of an oversubscribed £5.4 million funding round. Spaceflux is a provider of real-time Space Situational Awareness (“SSA”) and Space Traffic Management solutions using a global network of 14 advanced optical ground sensors, combined with proprietary software, AI and analytics..

Audioscenic Limited
In April 2025, the Company invested a further £0.7 million into Audioscenic Limited as part of a £5.0 million funding round led by Foresight Ventures funds. Audioscenic is developing an immersive 3D audio technology for loudspeaker systems that enables the immersive effect of “spatial audio” content to be enjoyed on handheld consumer electronic devices.

Flock Limited
In May 2025, the Company invested a further £0.3 million into Flock Limited, alongside Octopus Ventures. Flock, a UK-based insurtech business revolutionising commercial fleet insurance, has gained momentum by onboarding capacity providers and securing significant partnerships, while continuing to execute its data-driven expansion strategy.

Virtual Class Limited
In May 2025, the Company invested a further £0.4 million into Virtual Class, a leading provider of online maths tuition with a long history of delivering sessions in accordance with the school curriculum. Given the uncertainty over UK school budgets, the company migrated to AI tutors with encouraging nascent success as a result of offering a more flexible and scalable product.

Dragonfly Technology Solutions Limited
In June 2025, the Company invested a further £0.7 million into Dragonfly Technology Solutions, a predictive analytics platform. The business uses neuroscience to optimise marketing efficacy by predicting how the visualisation of marketing content is consumed by individuals. The company continues to grow revenue year-on-year as it works to expand its international presence, particularly in the US.

EM Scientific Limited (t/a Inoviv)
In August 2025, the Company invested a further £0.6 million into EM Scientific Limited, trading as Inoviv. Inoviv is a UK-based biotech company developing advanced multiplexed LC-MS proteomics platforms, which has made steady progress in expanding its biomarker panels and strengthening commercial engagement within the drug discovery and development sector.

Realisations
There was one realisation during the six-month period ended 30 September 2025:

CAI Software LLC
In 2024, the Company sold portfolio company Parsable Inc to PE-backed CAI Software LLC in exchange for equity in the company. During the period under review, the Company’s interest in CAI Software LLC was sold as part of a merger transaction with Print ePS, recognising proceeds of £0.4 million and a return on original investment of 0.3x.

Further information on the realisations can be found on page 14 of the Half-Year Report.

Key portfolio movements
Despite the ongoing market turbulence, a number of positive movements in valuation have been recognised. These include:

• Maestro Media Limited (£1.3 million) as a result of a change in returns profile structuring on the back of events which occurred in the period
• Ayar Labs Inc (£0.5 million) as a result of aligning the valuation to the most recent market transaction price
• Virtual Class Limited (£0.8 million) as a result of a period of improved performance, coupled with the funding round which completed in the period
  
  

However, there have also been some disappointing outcomes across the portfolio, notably the write down of Ecstase Limited (trading as ADAY) of £2.0 million. Following a review, it was concluded that, despite prior efforts, the company was unable to achieve the necessary financial stability to support its ongoing operations.

This has resulted in a net total realised and unrealised investment valuation gain of £0.7 million in the year, including
£0.5 million in unrealised foreign exchange losses.

Post period end activity
Post period end, the Company completed the partial sale of Ayar Labs Limited, generating proceeds of £1.3 million and a 2.1x return for the Company (4.4x on original amount invested).

Outlook
The past six months have been encouraging, with the Unquoted Growth portfolio delivering improved performance and early evidence that the strategic and operational changes made following last year’s restructuring are beginning to take effect. While these results are a welcome validation of our refocused approach, we remain focused on execution and capital discipline across the portfolio.

The broader UK macroeconomic backdrop continues to present both challenge and opportunity. Inflation, though easing from its earlier peaks, remains above target, and interest rates continue to constrain funding conditions for early-stage and growth companies. However, there are signs of stabilisation in confidence and valuation levels, and selective investment appetite is returning to parts of the technology sector.

Against this backdrop, we will continue to apply a disciplined and patient approach to capital deployment, focusing on businesses with clear technical differentiation, credible management teams, and demonstrable potential for positive realisations. Our priority is building on recent momentum while maintaining the prudence and selectivity that the current environment demands to ultimately achieve long-term value creation for investors.

Foresight Group LLP
19 December 2025

Yield Focused

The subcontracted management agreement with Downing LLP was terminated on 27 June 2025, after a three‑month handover period. Foresight Group LLP is now the sole manager to the Company on the Yield Focused portfolio.

It is the Manager’s view that the transition of these assets to Foresight’s management is in the best interests of investors. The arrangement provides clear lines of Manager accountability and allows the Company to benefit from Foresight’s previous experience in these asset classes.

Portfolio summary
As at 30 September 2025, the Yield Focused portfolio comprised five investments (four active) with a total cost of £12.8 million and a valuation of £8.6 million.

In the period, the valuation of the Yield Focused portfolio fell by £2.2 million, explained by disposals of £1.6 million and an unrealised investment valuation loss of £1.0 million, offset by realised gains of £0.4 million.

Key portfolio movements
During the period, £1.6 million was generated from two exits. The first was from Gatewales Limited, a company offering loan facilities, which generated a return of 1.1x capital invested and proceeds of £0.6 million. This was followed by the sale of Kimbolton Lodge Limited, a nursing and care home in Bedfordshire, which completed in July 2025, with the Company receiving £1.0 million of proceeds.

Outlook
With two exits during the period and one post period end, there are now three active investments remaining in the Yield Focused portfolio. The Company is considering strategic options for these remaining portfolio companies. Given current market conditions, sales of the higher-value, investments in hotels, Baron House Developments and Cadbury House Holdings, are expected to take some time to complete. The recovery of value from Doneloans is linked largely to the sale of Pilgrim Trading, which was the lender’s largest loan, with additional recoveries anticipated from other borrowers over the next 12 months.

Foresight Group LLP
19 December 2025

Quoted Growth

Portfolio summary

From 1 October 2024, Foresight Group LLP took on full responsibility for management of the Quoted Growth portfolio from Downing LLP.

IBP Capital Markets Limited
As previously noted in the 2025 Annual Report, on 19 July 2024, the Company recovered access to c.80% of its total Quoted Growth portfolio.
From October 2023 to June 2024, the Company had been locked out of accessing its Quoted Growth portfolio assets following the decision to place its custodian, IBP Capital Markets Limited into Special Administration by the Financial Conduct Authority (“FCA”). This was through no fault of the Company. On 19 July 2024 the Company recovered access to c.80% of its total Quoted Growth portfolio. Teneo Financial Advisory, the Special Administrator appointed by the FCA, estimates that the remaining c.20% will be recovered following legal proceedings during 2027. Please refer to note 8 to the accounts for further information.

During the prior year, the Company appointed a new custodian, Third Platform Services Limited, to enable trading.

Investment activity
There were no direct investments in the period ended 30 September 2025 as we continue to focus new investments away from VCT qualifying listed companies and into the Unquoted Growth portfolio. There were investment disposals in the period generating proceeds of £1.1 million (please see page 14 of the Half-Year Report for further information on the realisations).

Market background
The AIM equity market continued to be volatile throughout the reporting period. The market was buffeted by announced changes to Business Relief which saw a number of high profile AIM companies delist from AIM and relist on the FTSE Main Market, and macro uncertainty, especially around taxes, which led to a forestalling of corporate investment. Despite these factors the FTSE AIM All Share index rose 14.8% on a total return basis over the six months ended 30 September 2025 as metals and mining shares benefited from rising commodity prices, especially precious metals.

Key portfolio developments
At 30 September 2025, the Quoted Growth portfolio was valued at £10.3 million, comprising 25 active investments.

Over the period, the portfolio produced net valuation gains of £1.3 million, with a further £0.5 million received in dividends from the portfolio.

Train network and safety management software developer Tracsis Plc continues to experience tough operating conditions and profits fell 33% in the first half of the financial year. The transition toward Great British Railways and re-nationalisation of train operators has slowed procurement cycles, especially for Operations & Planning services. The company is well financed with net cash of
£22 million. During the period the Company completed the part disposal of this asset realising proceeds of £0.55 million.

Defence technology group Cohort Plc remains well positioned with its suite of advanced communications, sensors, intelligence, and systems solutions to military and security customers worldwide seeing strong demand from governments looking to invest in national security. Full year results showed profits up 30% and the strong order book provides visibility into 2026 and beyond.

Craneware Plc, a leading provider of automated healthcare financial performance and revenue integrity software, that helps US hospitals optimise billing, pricing, and compliance received a bid from a private equity house. This was subsequently rejected by the company on price grounds. The company continues to trade well as evidenced by its full year results to 30 June 2025. These results showed revenues up 9%, with recurring revenues up 7% and profit before tax up 52% as the company benefitted from better treasury management. The company is confident of delivering accelerated topline growth into 2026.

Arecor Therapeutics Plc is a clinical-stage biopharmaceutical company that reformulates and improves existing therapies using its Arestat platform. Although the potential remains high, progress has been slow and the balance sheet provides limited underpinning into 2026 should progress prove slower than anticipated. During the period the Company completed a part disposal of this asset raising £0.35 million.

Post year end activity
Post year end, the Company reduced its holdings in Vanguard FTSE U.K. Equity Income Index Fund GBP Acc generating proceeds of £0.4 million.

Outlook
We are gradually winding down the Company’s exposure to qualifying listed AIM companies as we redeploy funds in unlisted qualifying companies. We have realised of a large portion of the Quoted portfolio and the majority of the remaining holdings are cash generative with proven business models and experienced management teams. As such the pace of disposals will now be primarily dictated by the opportunities to deploy funds into the Unquoted Growth companies in line with the Company’s core strategy.

The Quoted Growth holdings have reduced as a percentage of the Company’s total assets, but we firmly believe that by selling down the Quoted portfolio assets we have increased the portfolio’s overall quality and see an encouraging future, despite an uncertain macroeconomic background.

Foresight Group LLP
19 December 2025

Realisations

Realisations in the period ended 30 September 2025

						Valuation at
			Accounting		Realised	31 March
		Investment	cost	Proceeds1	gain/(loss)	2025
Company	Detail	type	£’000	£’000	£’000	£’000
CAI Software LLC	Full Disposal	Unquoted Growth	1,715	430	(1,285)	547
Glisser Limited	Dissolved	Unquoted Growth	1,887	—	(1,887)	—
Kimbolton Lodge Limited	Full Disposal	Unquoted Yield	664	1,038	374	1,000
Gatewales Limited	Full Disposal	Unquoted Yield	569	603	34	603
Resource Reserve Recovery (VSA Capital Plc)	Part Disposal	Unquoted Yield	5	1	(4)	—
Eneraqua Technologies Plc	Part Disposal	Quoted	139	12	(127)	16
Genincode Plc	Part Disposal	Quoted	163	128	(35)	136
Sysgroup Plc	Part Disposal	Quoted	36	13	(23)	11
Tracsis Plc	Part Disposal	Quoted	234	554	320	450
Verici Dx Plc	Part Disposal	Quoted	68	2	(66)	4
Arecor Therapeutics Plc	Part Disposal	Quoted	430	350	(80)	358
Flowgroup Plc	Dissolved	Quoted	207	—	(207)	—
Total			6,117	3,131	(2,986)	3,125

1)  Proceeds on exit excluding interest, dividends and exit fees where applicable.

Unaudited Half-Yearly Results and Responsibilities Statements

Principal risks and uncertainties
The principal risks faced by the Company are as follows:

• Market risk
• Strategic and performance risk
• Internal control risk
• Legislative and regulatory risk
• VCT qualifying status risk
• Investment valuation and liquidity risk

The Board reported on the principal risks and uncertainties faced by the Company in the Annual Report and Accounts for the year ended 31 March 2025. A detailed explanation can be found on pages 39 to 42 of the Annual Report and Accounts, which is available on the Manager’s website www.foresight.group/strategies-funds/tax-efficient-investing/venture-capital-trusts/foresight-ventures-vct or by writing to Foresight Group LLP at The Shard, 32 London Bridge Street, London SE1 9SG.

In the view of the Board, there have been no changes to the fundamental nature of these risks since the previous Annual Report and Accounts. The emerging risks identified in the previous report included those of geopolitical risk, cyber security and artificial intelligence. These emerging risks continue to apply and be monitored. The Board and the Manager continue to follow all emerging risks closely with a view to identifying where changes affect the areas of the market in which portfolio companies operate. This enables the Manager to work closely with portfolio companies, preparing them so far as possible to ensure they are well positioned to endure potential volatility.

Directors’ responsibility statement
The Disclosure and Transparency Rules (“DTR”) of the UK Listing Authority require the Directors to confirm their responsibilities in relation to the preparation and publication of the Half-Yearly Financial Report.

The Directors confirm to the best of their knowledge that:
   a)   The summarised set of financial statements has been prepared in accordance with FRS 104
   b)   The interim management report includes a fair review of the information required by DTR 4.2.7R (indication of important events during the first six months and description of principal risks and uncertainties for the remaining six months of the year)
   c)   The summarised set of financial statements gives a true and fair view of the assets, liabilities, financial position and profit or loss of the Company as required by DTR 4.2.4R
   d)   The interim management report includes a fair review of the information required by DTR 4.2.8R (disclosure of related parties’ transactions and changes therein)

Going concern
The Company’s business activities, together with the factors likely to affect its future development, performance and position, are set out in the Strategic Report of the Annual Report. The financial position of the Company, its cash flows, liquidity position and borrowing facilities are described in the Chair’s Statement, Strategic Report and Notes to the Accounts of the 31 March 2025 Annual Report. In addition, the Annual Report includes the Company’s objectives, policies and processes for managing its capital; its financial risk management objectives; details of its financial instruments; and its exposures to credit risk and liquidity risk.

The Company has adequate financial resources at the period end and holds a diversified portfolio of investments. As a consequence, the Directors believe that the Company is well placed to manage its business risks successfully.

The Directors have reasonable expectation that the Company has adequate resources to continue in operational existence for the foreseeable future. Thus they continue to adopt the going concern basis of accounting in preparing the half-yearly financial statements.

The Half-Yearly Financial Report has not been audited nor reviewed by the auditor.

On behalf of the Board

Atul Devani
Chair
19 December 2025

Unaudited Income Statement
For the six months ended 30 September 2025

	Six months ended 30 September 2025 (Unaudited)			Six months ended 30 September 2024 (Unaudited)			Year ended 31 March 2025 (Audited)
	Revenue	Capital	Total	Revenue	Capital	Total	Revenue	Capital	Total
	£’000	£’000	£’000	£’000	£’000	£’000	£’000	£’000	£’000
Gains/(losses) on investments	—	1,306	1,306	—	(8,109)	(8,109)	—	(14,488)	(14,488)
Income	655	—	655	4,187	—	4,187	4,802	—	4,802
Investment management fees	(482)	(482)	(964)	(404)	(404)	(808)	(907)	(907)	(1,814)
Other expenses	(520)	—	(520)	(482)	—	(482)	(1,211)	—	(1,211)
(Loss)/return on ordinary activities before taxation	(347)	824	477	3,301	(8,513)	(5,212)	2,684	(15,395)	(12,711)
Taxation	—	—	—	—	—	—	—	—	—
(Loss)/return on ordinary activities after taxation	(347)	824	477	3,301	(8,513)	(5,212)	2,684	(15,395)	(12,711)
(Loss)/return per share	(0.3)p	0.7p	0.4p	1.9p	(4.8)p	(2.9)p	1.8p	(10.3)p	(8.5)p

The total columns of this statement are the profit and loss account of the Company and the revenue and capital columns represent supplementary information.

All revenue and capital items in the above Income Statement are derived from continuing operations. On 15 November 2024, the Company completed a merger with Thames Ventures VCT 2 plc; for further information on this please refer to the Chair’s Statement in the 31 March 2025 Annual Report.

The Company has no recognised gains or losses other than those shown above, therefore no separate statement of total recognised gains and losses has been presented.

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.

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.

Unaudited Reconciliation of Movements in Shareholders’ Funds
For the six months ended 30 September 2025

	Called-up	Share premium	Capital redemption	Distributable	Capital	Revaluation
	share capital	account	reserve	reserve	reserve	reserve	Total
	£’000	£’000	£’000	£’000	£’000	£’000	£’000
As at 1 April 2025	1,054	39,982	1,677	76,519	(14,753)	(9,478)	95,001
Issue of new shares	25	2,454	—	—	—	—	2,479
Share issue costs	—	(69)	—	—	—	—	(69)
Repurchase of own shares	(23)	—	23	(2,075)	—	—	(2,075)
Total comprehensive income	—	—	—	(347)	(3,464)	4,288	477
As at 30 September 2025	1,056	42,367	1,700	74,097	(18,217)	(5,190)	95,813

Distributable reserves at 30 September 2025 total £35,817,000 (31 March 2025: £29,202,000) which includes the distributable reserve of £74,097,000 (31 March 2025: £76,519,000), the capital reserve of (£18,217,000) (31 March 2025: (£14,753,000)), and unrealised losses on investments (excluding unrealised unquoted gains) held at the year end of (£20,063,000) (31 March 2025: (£32,564,000)).

Unaudited Balance Sheet
As at 30 September 2025

Registered number: 03150868

	As at	As at	As at
	30 September	30 September	31 March
	2025	2024	2025
	(Unaudited)	(Unaudited)	(Audited)
	£’000	£’000	£’000
Fixed assets
Investments held at fair value through profit or loss	76,968	57,746	75,845
Current assets
Debtors	8,310	8,467	9,661
Cash and cash equivalents	11,302	7,097	11,222
Total current assets	19,612	15,564	20,883
Creditors
Amounts falling due within one year	(767)	(637)	(1,727)
Net current assets	18,845	14,927	19,156
Net assets	95,813	72,673	95,001
Capital and reserves
Called-up share capital	1,056	1,727	1,054
Share premium account	42,367	2,777	39,982
Capital redemption reserve	1,700	126	1,677
Distributable reserve	74,097	83,243	76,519
Capital reserve	(18,217)	(10,946)	(14,753)
Revaluation reserve	(5,190)	(4,254)	(9,478)
Equity Shareholders’ funds	95,813	72,673	95,001
Net Asset Value per share	90.7p	98.8p1	90.1p

1)  Rebased following the share redesignation on 15 November 2024, using a ratio of 0.426292370240712.

Unaudited Cash Flow Statement
For the six months ended 30 September 2025

	Six months	Six months	Year
	ended	ended	ended
	30 September	30 September	31 March
	2025	2024	2025
	(Unaudited)	(Unaudited)	(Audited)
	£’000	£’000	£’000
Cash flow from operating activities
Dividends received from investments	596	2,745	4,160
Deposit and similar interest received	163	120	251
Investment management fees paid	(424)	(1,249)	(2,356)
Secretarial fees paid	(39)	(114)	(207)
Other cash payments	(730)	(314)	(975)
Net cash (outflow)/inflow from operating activities	(434)	1,188	873
Cash flow from investing activities
Purchase of investments	(2,952)	(1,125)	(4,888)
Proceeds on sale of investments	3,131	2,917	8,602
Proceeds on deferred consideration	4	543	837
Cash acquired on merger with Thames Ventures VCT 2 plc	—	—	9,630
Net cash inflow from investing activities	183	2,335	14,181
Cash flows from financing activities
Proceeds of fundraising	3,333	—	—
Expenses of fundraising	(45)	—	(305)
Repurchase of own shares	(2,957)	(2,340)	(7,519)
Equity dividends paid	—	(1,645)	(3,567)
Net cash inflow/(outflow) from financing activities	331	(3,985)	(11,391)
Net inflow/(outflow) of cash in the period	80	(462)	3,663
Reconciliation of net cash flow to movement in net funds
Increase/(decrease) in cash and cash equivalents for the period	80	(462)	3,663
Net cash and cash equivalents at start of period	11,222	7,559	7,559
Net cash and cash equivalents at end of period	11,302	7,097	11,222

Notes to the Unaudited Half-Yearly Results
For the six months ended 30 September 2025

1
The Unaudited Half-Yearly Financial Report has been prepared on the basis of the accounting policies set out in the statutory accounts of the Company for the year ended 31 March 2025. Investments have been valued in accordance with IPEV Valuation Guidelines.

2
These are not statutory accounts in accordance with s436 of the Companies Act 2006 and the financial information for the six months ended 30 September 2025 and 30 September 2024 has been neither audited nor formally reviewed. Statutory accounts in respect of the year ended 31 March 2025 have been audited and reported on by the Company’s auditor and delivered to the Registrar of Companies and included the report of the auditor which was unqualified and did not contain a statement under s498(2) or s498(3) of the Companies Act 2006. No statutory accounts in respect of any period after 31 March 2025 have been reported on by the Company’s auditor or delivered to the Registrar of Companies.

3
Copies of the Unaudited Half-Yearly Financial Report for the six months ended 30 September 2025 will be sent to Shareholders via their chosen method and will be available for inspection at the Registered Office of the Company at The Shard, 32 London Bridge Street, London SE1 9SG.

4 Net Asset Value per share
The Net Asset Value per share is based on net assets at the end of the period and on the number of shares in issue at the date.

		Number
		of shares
	Net assets	in issue
30 September 2025	£95,813,000	105,580,231
30 September 2024	£72,673,000	73,627,1981
31 March 2025	£95,001,000	105,395,983

1)  Rebased following the share redesignation on 15 November 2024, using a ratio of 0.426292370240712.

5 Return per share
The weighted average number of shares used to calculate the respective returns are shown in the table below.

	Number
	of shares
30 September 2025	106,998,379
30 September 2024	176,320,908
31 March 2025	149,786,977

Earnings for the period should not be taken as a guide to the results for the full year.

6 Income

	Six months	Six months
	ended	ended	Year ended
	30 September	30 September	31 March
	2025	2024	2025
	£’000	£’000	£’000
Dividend income	596	3,827	4,042
Deposit and similar interest received	163	120	251
Loan stock interest (expense)/income	(104)1	240	509
	655	4,187	4,802

1)  The loan stock interest balance is a negative balance for the period ending 30 September 2025 due to interest write offs relating to the Yield Focused portfolio.

7 Investments held at fair value through profit or loss

		Unquoted
	Unquoted Growth	Yield Focused	Quoted Growth
	investments	investments	investments²	Total
	£’000	£’000	£’000	£’000
Book cost at 1 April 2025	64,746	14,030	20,794	99,570
Unrealised and foreign exchange losses	(9,868)	(3,188)	(10,669)	(23,725)
Valuation at 1 April 2025	54,878	10,842	10,125	75,845
Movements in the period:
Purchases at cost	2,952	—	­—	2,952
Disposal proceeds	(430)	(1,641)	(1,060)	(3,131)
Realised (losses)/gains on disposals1	(3,172)	404	(218)	(2,986)
Foreign exchange losses	(541)	—	—	(541)
Unrealised gains/(losses)	4,377	(1,043)	1,495	4,829
Valuation at 30 September 2025	58,064	8,562	10,342	76,968
Book cost at 30 September 2025	64,096	12,793	19,516	96,405
Unrealised and foreign exchange losses	(6,032)	(4,231)	(9,174)	(19,437)
Valuation at 30 September 2025	58,064	8,562	10,342	76,968

1)  Gains on investments in the Income Statement for the six months ended 30 September 2025 include realised gains relating to deferred consideration receipts totalling £4,000 from SF Renewables (Solar) Limited.
2)  At 30 September 2025 a portion of the Quoted portfolio was held with IBP Capital Markets Limited (“IBP”) with a value of £3,877,000. IBP was placed into special administration by the FCA. The assets relating to IBP are withheld and will be distributed as part of a Final Court Approved Distribution Plan. For further information please refer to note 8.

8 Contingencies, guarantees and financial commitments
As outlined in note 14 to the Annual Report and Accounts for the year ended 31 March 2025, the Company has used IBP Capital Markets Limited (“IBP”) as custodian for its quoted investments since September 2020. Appointing a custodian is a requirement of the FCA; IBP is an FCA authorised and regulated wholesale broker, providing custody services and access to equity and fixed income securities for non-retail clients (which includes the Company). On 13 October 2023, the FCA published a supervisory notice under section 55L(3)(a) of the Financial Services and Markets Act 2000, imposing certain restrictions on IBP. On the same date, IBP applied to the High Court and special administrators were appointed. During the period since, the Manager has been actively collaborating with the special administrators to reach a resolution, which has involved reconciling quoted stocks held with IBP (“Custody Assets”) and cash held with IBP (“Client Money”). As at 13 October 2023, the Company held Client Money of £1.1 million (1.2% of indicative NAV on the same date) and Custody Assets of £16.9 million (19.5% of indicative NAV on the same date).

With regard to Custody Assets, whilst the final outcome remains subject to change, particularly as additional claims may be made, there have so far been two differences of value identified, together totalling a variance of £0.28 million, which was provided for at 31 March 2024. It was announced on 17 May 2024 that the special administrators would be making an interim distribution of 80% of eligible Custody Assets, and the transfer of these to the new custodian completed on 19 July 2024. The Company is now able to trade these assets on the quoted market. The remaining 20%, with a value of £3.88 million at 30 September 2025, will be distributed as part of a Final Court Approved Distribution Plan, unless additional claims are made resulting in a break.

With regard to Client Money, a progress report was released on 12 April 2024 which identified a potential 44% cash shortfall equating to £0.46 million of Client Money held by the Company which was provided for at 31 March 2024. There had been no further updates in the period under review, however, on 12 November 2025, post period-end, a further progress report was released which detailed a potential change to the anticipated percentage return of Client Money. This is due to an additional claim submitted in the period. There is an ongoing investigation and therefore, at the date of this report, any impact to the Company remains unquantifiable. From the information available the fees attributable to the Company are anticipated to be in the region of £0.34 million payable by the Company. These fees were accrued for as at 30 September 2025.

The total potential exposure based on information available to date is therefore currently estimated to be £1.08 million, representing 1.1% of NAV at 30 September 2025.

As noted, the outcome remains subject to change with the final distribution plan being actioned following the court proceedings. Timing of this is now currently anticipated to take place in 2027 following the publication of the most recent IBP Progress Report in November 2025. The Company will communicate with Shareholders if there is any new information which materially impacts the numbers presented in this report.

9 Related party transactions
No Director has an interest in any contract to which the Company is a party other than their appointment and payment as Directors.

10 Transactions with the Investment Manager
Details of arrangements with Foresight Group LLP are given in the Annual Report and Accounts for the year ended 31 March 2025, in the Directors’ Report and notes 3 and 4. All arrangements and transactions were on an arm’s length basis.

Foresight Group LLP was appointed as Investment Manager on 4 July 2022 and earned fees of £964,000 during the period to 30 September 2025 (30 September 2024: £808,000; 31 March 2025: £1,814,000).

Foresight Group LLP is the Company Secretary (appointed on 1 September 2023) and received, for accounting and company secretarial services, fees of £84,000 during the period to 30 September 2025 (30 September 2024: £75,000; 31 March 2025: £161,000).

At the balance sheet date there was £4,000 due to Foresight Group LLP (30 September 2024: £nil; 31 March 2025: £7,000).

11 Post-balance sheet events
Between the period end and the date of this report, under the offer for subscription to raise up to £10 million shares (with an overallotment facility to raise up to a further £5 million), the Company issued a total of 406,513 shares which raised funds of £0.4 million.

Between the period end date and the date of this report, the Company invested a total of £2.4 million in one new company and two existing portfolio companies.

Post period end the Company completed the partial exit of Ayar Labs Inc, returning proceeds of £1.3 million. With regard to the Quoted Growth portfolio the Company reduced its holdings in Vanguard FTSE U.K. Equity Income Index Fund GBP Acc, generating proceeds of £0.4 million.

END

For further information please contact:
Company Secretary
Steve Thayer, Foresight Group
020 3667 8100