Half-year Financial Report

Summary by AI BETAClose X

British Smaller Companies VCT plc reported an unaudited Net Asset Value (NAV) of 80.05p per share as of 30 September 2025, a slight decrease from 80.55p at the end of March 2025, following a 2.00p dividend payment. The company achieved a Total Return increase of 1.50p per share during the period, with £8.7 million invested in two new and five follow-on investments, and a further £1.6 million invested post-period. The Board declared a second interim dividend of 2.00p per share, bringing the total for the year to 4.00p, representing 5.0% of the opening NAV. The company also successfully raised £36 million towards its £85 million fundraising target.

Disclaimer*

British Smaller Companies VCT PLC
28 November 2025
 

British Smaller Companies VCT plc

Unaudited Interim Results and Interim Management Report for the six months ended 30 September 2025

 

British Smaller Companies VCT plc (the "Company") announces its unaudited interim results for the six months ended 30 September 2025.

 

HIGHLIGHTS

·   Net Asset Value at 30 September 2025 of 80.05p per share (31 March 2025: 80.55p) following payment of dividend of 2.00p per share during the period

·     Total Return increase of 1.50p per share in the period

·    Two new investments and five follow-on investments totalling £8.7 million completed during the period. Subsequent to the period-end, one follow-on investment of £1.6 million has been completed, bringing the total invested this year to £10.3 million

·      The Board has declared a second interim dividend of 2.00p per share in respect of the year ending 31 March 2026, which will bring total dividends paid in the current financial year to 4.00p per share, which equates to 5.0 per cent of the opening net asset value per share. This will result in a corresponding reduction in the Company's NAV per ordinary share, adjusting the last reported NAV to 78.05p per share

 

CHAIRMAN'S STATEMENT

I am pleased to present the interim results of British Smaller Companies VCT plc (the "Company") for the six months to 30 September 2025.

Since we shared the Company's annual report earlier this year, the macroeconomic landscape has continued to be influenced by a range of challenging factors. Inflationary pressures remain, as do ongoing tensions driven by tariffs and geopolitical uncertainty.  Nevertheless, there are positive themes coming through, including interest from overseas investors in UK businesses and the speed with which the UK reached its tariff deal with the US.

The UK continues to have a supportive infrastructure in which to develop businesses and there are a number of holdings within the Company's portfolio that are delivering strong levels of growth. This is thanks to their innovative products and services and their ability to address their target markets. Overall, the portfolio continues to show positive trends and we are encouraged by its future potential.

We are pleased to report that the Company's Total Return has increased by 1.50 pence in the period, a 1.9 per cent increase on the opening net asset value per share.

Portfolio Performance

The Company continues to see positive performance from many of its underlying holdings.   Of the 26 companies valued on a revenue basis, 20 have grown sales in the last year, with 11 delivering growth of over 25 per cent.  We are seeing opportunities to help our fastest growing businesses to accelerate their progress by providing material further funding.  This was seen in the period, with an aggregate £4.5 million invested into five portfolio companies, and a further £1.6 million invested into one portfolio company since 30 September. 

The 11 companies that are growing revenues at over 25 per cent per annum produced aggregate revaluation gains of £10.3 million in the first half of the year.

There were upward revaluations from Summize, Unbiased, Xapien, AutomatePro, Spotless Water and SharpCloud.  This was offset by aggregate downward revaluations of £5.9 million in the period across three portfolio companies: Matillion, where the Company's holding has been impacted by the weak US dollar; Outpost, which continues to navigate industry-specific challenges arising from the Hollywood writers' strike; and Vuealta, which has also faced market headwinds.

These movements reflect the disciplined approach the Company takes with valuations.  The Company's Manager works closely with the businesses across the portfolio, focusing on both market-specific challenges and opportunities for growth.

New Investments

The Company completed two new investments during the first half of the financial year, with investments into S4labour (£2.4 million), a workforce management platform purpose-built for the hospitality sector, and DynaRisk (£1.8 million), a company that helps insurers, brokers and businesses reduce cyber threats through smart risk assessment tools.

Realisations in the Period

While there were no realisations of portfolio companies in the period, the sale of the trade and liabilities of Wooshii was completed; no proceeds were received on exit, in line with its minimal carrying value, although there is the potential for a small return for the Company depending on future trading.

The Company recognised additional deferred consideration of £0.3 million during the period relating to previously exited investments. Further details are given in note 6.

Post period-end, in October 2025, the Company realised its investment in Elucidat, receiving £5.5 million in initial proceeds, with additional deferred consideration of £0.7 million anticipated to be received over the next 18 months.  To date, the Elucidat investment has generated a 1.3x return on the original cost of £4.3 million.  Including deferred consideration, proceeds have the potential to rise to £6.2 million, and the return to 1.45x.

Financial Results

The movement in net asset value ("NAV") per ordinary share and the dividends paid are set out in the table below. 


Pence per

ordinary share

£000

NAV at 31 March 2025


80.55


257,111

Net gain from investment portfolio

1.50


5,293


Net operating income

-


129


Total Return in the period


1.50


5,422

Issue/buy-back of new shares


-


28,548

NAV before the payment of dividends

 

82.05

 

291,081

Dividends paid


(2.00)


(7,090)

NAV at 30 September 2025


80.05

 

283,991

Cumulative dividends paid


186.15



Total Return:                                   At 30 September 2025

 

266.20

 


                At 31 March 2025


264.70



Dividends

A first interim dividend of 2.00 pence per ordinary share was paid on 25 July 2025, bringing the cumulative dividends paid to date to 186.15 pence per ordinary share. 

The Board has declared a second interim dividend of 2.00 pence per ordinary share for the year ending 31 March 2026 which will bring total dividends paid in the current financial year to 4.00 pence per ordinary share (2025: 5.25 pence per ordinary share). The dividend will be paid on 19 December 2025 to shareholders on the register on 21 November 2025. 

Shareholder Relations

This year's Investor Workshop was held in London on 19 June, alongside British Smaller Companies VCT2 plc, (together the "BSC VCTs"), welcoming around 200 attendees.  The theme for the day was Artificial Intelligence (AI). Alongside the more regular updates on the performance and outlook of the BSC VCTs that are covered every year, the attendees heard from an independent expert who spoke about the development of AI and what the future might hold. CEOs of portfolio businesses Xapien and AutomatePro provided overviews on their companies and how they are using AI within their own product offerings.

Fundraising

Having assessed its expected cash requirements, the Company announced a new share offer on 25 September 2025, alongside British Smaller Companies VCT2 plc, with the intention of raising up to £85 million (in aggregate), which includes an over-allotment facility of £25 million.  Applications exceeding £58 million have been received as of the date of this report, of which £36 million relate to the Company. The allotment of the first £25 million of gross proceeds will take place between 2 and 31 January 2026. All other applications accepted will be allotted between 1 and 2 April 2026.  Funds awaiting allotment will receive additional shares equivalent to a 2.36 per cent per annum return (rate subject to change by the receiving agent's banking provider).

Outlook

The short to medium term economic outlook remains impacted by concerns around sticky inflation and pressures on fiscal headroom, which contribute to an uncertain picture at this stage.

Despite broader economic uncertainty, innovative companies can still prevail. It is encouraging to see several of the underlying holdings in the portfolio delivering strong levels of growth, as they develop their offerings and take on more customers in new and existing markets.

With a well-positioned portfolio and a new fundraising offer that has been well-received to date by existing and new shareholders, we retain our optimism for the Company's future prospects as it moves into the second half of its financial year.

I thank our shareholders for their continued support.

Rupert Cook

Chairman

28 November 2025

 

OBJECTIVES AND STRATEGY

The Company's objective is to maximise Total Return and provide investors with a long-term tax free dividend yield whilst maintaining the Company's status as a venture capital trust.

Investment Strategy

The Company seeks to build a broad portfolio of investments in early-stage companies focused on growth, with the aim of spreading the maturity profiles and maximising return, as well as ensuring compliance with VCT Regulations.

The Company predominantly invests in unquoted smaller companies and expects that this will continue to make up the significant majority of the portfolio. It will also retain holdings in cash or near-cash investments to provide a reserve of liquidity which will maximise the Company's flexibility as to the timing of investment acquisitions and disposals, dividend payments and share buy-backs.

Unquoted investments are structured using various investment instruments, including ordinary shares, preference shares, convertible securities and, very occasionally, loan stock, to achieve an appropriate balance of income and capital growth, having regard to the VCT Regulations. The portfolio is diversified by investing in a broad range of industry sectors. The normal investment period into the portfolio companies is expected to be typically between the range of five to seven years.

Investment Policy

The investment policy of the Company is to invest in UK businesses across a broad range of sectors that blends a mix of businesses operating in established and emerging industries that offer opportunities in the application and development of innovation in their products and services.

These investments will all meet the definition of a Qualifying Investment and be primarily in unquoted UK companies. It is anticipated that the majority of these will be re-investing their profits for growth and the investments will comprise mainly equity instruments.

The Company seeks to build a broad portfolio of investments in early-stage companies focused on growth with the aim of spreading the maturity profiles and maximising return as well as ensuring compliance with the VCT guidelines.

INVESTMENT REVIEW

At 30 September 2025 the Company's portfolio was valued at £167.1 million.  The top ten investments represent 36.6 per cent of the net asset value, with the largest representing 7.2 per cent of the net asset value.

The movements in the investment portfolio are set out below:

Table A

Investment Portfolio


Portfolio

£million

Opening fair value at 1 April 2025

153.4

Additions

8.7

Net revaluation arising from the investment portfolio

5.0

Closing fair value at 30 September 2025

167.1

 

The Company's portfolio value increased by £5.0 million in the period. There were upward revaluations from Summize, Unbiased, Xapien, AutomatePro, Spotless Water and SharpCloud, offset by decreases from Matillion, Outpost and Vuealta.

Realisation of Investments

The Company recognised additional deferred consideration of £0.3 million during the period. Further details are given in note 6.

Investments

During the six months ended 30 September 2025, the Company invested £8.7 million into seven companies. This comprised two new investments, totalling £4.2 million, and five follow-on investments, totalling £4.5 million. A further £1.6 million was invested post period-end. A breakdown of these investments is shown below:



Investments made £million

Company

Description

New

Follow-on

Total

S4labour

Workforce management

2.4

-

2.4

AutomatePro

Automated software testing

-

1.9

1.9

DynaRisk

Cyber risk solutions

1.8

-

1.8

Fuuse

EV charging point software

-

1.8

1.8

Force24

B2B marketing automation software

-

0.4

0.4

Panintelligence

Business Intelligence software

-

0.3

0.3

Relative Insight

Text data analytics

-

0.1

0.1

Invested in the period

 

4.2

4.5

8.7

Plandek

Software development processes

-

1.6

1.6

Invested in the year to date

 

4.2

6.1

10.3

 

Cash Deposits and other Liquid Funds

The Company takes an active approach to cash management, while ensuring its primary aim of capital preservation is met.  A portion of the Company's liquid assets are held across a diversified range of Triple-A rated money market funds, managed by global institutions.  The balance is held as readily accessible cash, all of which is held at Tier 1 Financial Institutions (A2 rated or above). £2.4 million of income was earned from money market funds and bank deposits during the period. At 30 September 2025, the Company was achieving a weighted average return on liquid assets of 3.9 per cent; at the time of publication, this had reduced to 3.8 per cent, decreasing in line with global interest rates.

 

PORTFOLIO

The top 10 investments had a combined value of £104.0 million, 62.3 per cent of the total portfolio.

Name of company

Industry Sector

Date of initial investment

Amount invested £000

Valuation at 30 September 2025

£000

Recognised Income / proceeds to date

£000

Realised & unrealised value to date*

£000

Matillion Limited

Data

Nov 16

2,666

20,420

7,071

27,491

Unbiased EC1 Limited

Tech-enabled Services

Dec 19

5,596

16,097

-

16,097

Vypr Validation Technologies Limited

Tech-enabled Services

Jan 21

5,698

10,890

-

10,890

AutomatePro Limited

Cloud & DevOps

Dec 22

5,885

10,237

-

10,237

Xapien (via Digital Insight Technologies Ltd)

Application Software

Mar 23

6,095

10,201

-

10,201

Summize Limited

Application Software

Oct 22

2,550

9,098

-

9,098

SharpCloud Software Limited

Data

Oct 19

4,380

8,528

-

8,528

DrDoctor (trading as ICNH Ltd)

Application Software

Feb 23

5,355

6,342

-

6,342

Workbuzz Analytics Ltd

Application Software

Jun 23

4,703

6,173

-

6,173

Force24 Ltd

Application Software

Nov 20

4,275

6,053

205

6,258

Quality Clouds Limited

Cloud & DevOps

May 22

5,821

5,566

-

5,566

Outpost VFX Limited

New Media

Feb 21

5,750

5,392

170

5,562

Elucidat Ltd

Application Software

May 19

4,260

5,311

798

6,109

Fuuse Limited

Application Software

May 24

4,800

5,288

-

5,288

Tonkotsu Limited

Retail & Brands

Jun 19

2,388

4,207

-

4,207

Plandek Limited

Cloud & DevOps

Oct 22

3,540

4,070

-

4,070

Spotless Water Limited

Business Services

Jun 24

2,183

3,222

-

3,222

S4 Labour Limited

Application Software

Apr 25

2,400

2,801

-

2,801

GEEIQ (via Checkpoint GG Limited)

Data

Sep 23

2,358

2,745

-

2,745

Stormharvester Limited

Data

Jan 25

2,100

2,517

-

2,517

Biorelate Limited

Application Software

Nov 22

2,310

2,344

-

2,344

Frescobol Carioca Ltd

Retail & Brands

Mar 19

1,800

2,192

-

2,192

Relative Insight Limited

Tech-enabled Services

Mar 22

4,586

2,114

35

2,149

Panintelligence (via Paninsight Limited)

Data

Nov-19

1,781

1,834

-

1,834

Arcus Global Limited

Application Software

May 18

3,075

1,830

353

2,183

DynaRisk (via Zen Risk Limited)

Application Software

Jul-25

1,800

1,800

-

1,800

Integrum ESG Limited

Data

Sep 24

1,740

1,740

-

1,740

Ohalo Limited

Data

Jun 24

1,665

1,602

-

1,602

KeTech Technology Holdings Limited

Tech-enabled Services

Nov 15

2,000

1,303

4,059

5,362

Teraview Limited

Advanced Manufacturing

Apr 17

377

1,019

-

1,019

Value £1.0 million and below



18,851

4,178

12,242

16,420

 

Total unquoted investments

 

122,788

167,114

24,933

   192,047

Full disposals to date



83,919

                 -  

174,247

    174,247

Total portfolio

 

 

 206,707

   167,114

   199,180

366,294

* Represents recognised income and proceeds received to date plus the unrealised valuations at 30 September 2025.

THE PORTFOLIO AT A GLANCE

AGE OF INVESTMENTS (%)


 

2025

Less than 1 year

4%

Between 1 and 3 years

38%

Between 3 and 5 years

18%

Greater than 5 years

40%

Total

100%

 

VALUE COMPARED TO COST (%)


 

2025

Value above cost

87%

At cost

3%

Value below cost

10%

Total

100%

 

INVESTMENT INSTRUMENT (%)


 

2025

Loan

2%

Preference shares

2%


4%

Equity

96%

Total

100%

 

INDUSTRY SECTOR (%)


 

2025

Application Software

34%

Data

24%

Tech-enabled Services

19%

Cloud & DevOps

13%

Retail & Brands

4%

New Media

3%

Business Services

2%

Other

1%

Total

100%

PRINCIPAL RISKS AND UNCERTAINTIES

In accordance with DTR 4.2.7, the Board confirms that the principal risks and uncertainties facing the Company have not materially changed from those identified in the Annual Report and Accounts for the year ended 31 March 2025. The Board acknowledges that there is regulatory risk and continues to manage the Company's affairs in such a manner as to comply with section 274 of the Income Tax Act 2007.

In summary, the principal risks are:

>              Macroeconomic;

>              Portfolio;

>              ESG;

>              Strategic;

>              Legislative & Regulatory;

>              Operational;

>              Liquidity; and

>              Emerging risk - Cyber Security & Information Technology.

Full details of the principal risks can be found in the financial statements for the year ended 31 March 2025 on pages 32 to 35, a copy of which is available at www.bscfunds.com.

 

DIRECTORS' RESPONSIBILITIES STATEMENT

The directors of British Smaller Companies VCT plc confirm that, to the best of their knowledge, the condensed set of financial statements in the interim report have been prepared in accordance with International Accounting Standard 34 "Interim Financial Reporting" as adopted by the UK, and give a true and fair view of the assets, liabilities, financial position and profit and loss of British Smaller Companies VCT plc, and that the interim management report includes a true and fair review of the information required by DTR 4.2.7R and DTR 4.2.8R.

The directors of British Smaller Companies VCT plc are listed in note 10 of these interim financial statements.

By order of the Board

Rupert Cook

Chairman

 

UNAUDITED STATEMENT OF COMPREHENSIVE INCOME

for the six months ended 30 September 2025


 

 

 

 

Notes

Unaudited 6 months ended

30 September 2025

Unaudited 6 months ended

30 September 2024

Revenue

£000

Capital

£000

Total

£000

Revenue

£000

Capital

£000

Total

£000

Gain on investments held at fair value

6

-

4,982

4,982

-

50

50

Gain (loss) on disposal of investments

6

-

311

311

-

(662)

(662)

Income

2

2,705

-

2,705

3,084

-

3,084

Total income

 

2,705

5,293

7,998

3,084

(612)

2,472

Administrative expenses:

 

 

 

 




Manager's fee

 

(527)

(1,582)

(2,109)

(446)

(1,338)

(1,784)

Other expenses

 

(467)

-

(467)

(424)

-

(424)

 

 

(994)

(1,582)

(2,576)

(870)

(1,338)

(2,208)

Profit (loss) before taxation

 

1,711

3,711

5,422

2,214

(1,950)

264

Taxation

3

(213)

213

-

-

-

-

Profit (loss) for the period

 

1,498

3,924

5,422

2,214

(1,950)

264

Total comprehensive income (expense) for the period

 

1,498

3,924

5,422

2,214

(1,950)

264


 

 

 

 




Basic and diluted earnings (loss) per ordinary share

5

0.42p

1.11p

1.53p

0.73p

(0.64p)

0.09p

 

The Total column of this statement represents the Company's Unaudited Statement of Comprehensive Income, prepared in accordance with UK adopted international accounting standards. The supplementary Revenue and Capital columns are prepared under the Statement of Recommended Practice 'Financial Statements of Investment Trust Companies and Venture Capital Trusts' (issued in July 2022 - "SORP") published by the Association of Investment Companies.

 

UNAUDITED BALANCE SHEET

as at 30 September 2025


 

 

 

 

 

Unaudited

30 September

2025

 

Unaudited

30 September

2024

 

Audited

31

March

2025

 

 

£000

£000

£000

ASSETS

 

 

 

 

Non-current assets at fair value through profit or loss





Financial assets at fair value through profit or loss

6

168,568

149,569

156,260

Other assets

1,794

-

-



170,362

149,569

156,260

Current assets


 



Accrued income and other assets


1,430

940

1,224

Current asset investments


75,750

66,750

69,000

Cash at bank and other cash equivalents

36,746

29,805

30,971



113,926

97,495

101,195

LIABILITIES


 



Current liabilities


 



Trade and other payables


(297)

(255)

(344)

Net current assets


113,629

97,240

100,851

Net assets

283,991

246,809

257,111



 



Shareholders' equity


 



Share capital


39,169

33,226

35,338

Share premium account


131,977

90,648

105,086

Capital reserve


56,496

69,334

65,203

Investment holding gains and losses reserve


53,655

49,257

48,673

Revenue reserve

2,694

4,344

2,811

Total shareholders' equity

283,991

246,809

257,111

Net asset value per ordinary share

80.05p

81.80p

80.55p

 

Signed on behalf of the Board

Rupert Cook

Chairman

28 November 2025

 

UNAUDITED STATEMENT OF CHANGES IN EQUITY

for the six months ended 30 September 2025


Share

capital

 

Share

premium

account

 

Capital

reserve

 

Investment

holding

gains and

losses

reserve

Revenue

reserve

 

Total

equity

 

 

£000

£000

£000

£000

£000

£000

At 31 March 2024

28,830

58,293

79,171

49,207

4,099

219,600

Revenue return for the period

-

-

-

-

2,214

2,214

Expenses charged to capital

-

-

(1,338)

-

-

(1,338)

Investment holding gain on investments held at fair value

-

-

-

50

-

50

Realisation of investments in the period

-

-

(662)

-

-

(662)

Total comprehensive (expense) income for the period

-

-

(2,000)

50

2,214

264

Issue of share capital

4,259

32,584

-

-

-

36,843

Issue of shares - DRIS

137

981

-

-

-

1,118

Issue costs

-

(1,210)

-

-

-

(1,210)

Purchase of own shares

-

-

(3,760)

-

-

(3,760)

Dividends

-

-

(4,077)

-

(1,969)

(6,046)

Total transactions with owners

4,396

32,355

(7,837)

-

(1,969)

26,945

At 30 September 2024

33,226

90,648

69,334

49,257

4,344

246,809

Revenue return for the period

-

-

-

-

764

764

Expenses charged to capital

-

-

(1,492)

-

-

(1,492)

Investment holding gain on investments held at fair value

-

-

-

5,606

-

5,606

Realisation of investments in the period

-

-

1,627

-

-

1,627

Taxation

-

-

517

-

(517)

-

Total comprehensive income for the period

-

-

652

5,606

247

6,505

Issue of share capital

1,888

13,348

-

-

-

15,236

Issue of shares - DRIS

224

1,552

-

-

-

1,776

Issue costs

-

(462)

-

-

-

(462)

Purchase of own shares

-

-

(2,950)

-

-

(2,950)

Dividends

-

-

(8,023)

-

(1,780)

(9,803)

Total transactions with owners

2,112

14,438

(10,973)

-

(1,780)

3,797

Realisation of prior year investment holding gains

-

-

6,190

(6,190)

-

-

At 31 March 2025

35,338

105,086

65,203

48,673

2,811

257,111

Revenue return for the period

-

-

-

-

1,711

1,711

Expenses charged to capital

-

-

(1,582)

-

-

(1,582)

Investment holding gain on investments held at fair value

-

-

-

4,982

-

4,982

Realisation of investments in the period

-

-

311

-

-

311

Taxation

-

-

213

-

(213)

-

Total comprehensive (expense) income for the period

-

-

(1,058)

4,982

1,498

5,422

Issue of share capital

3,680

26,826

 

 

 

30,506

Issue of shares - DRIS

151

1,039

-

-

-

1,190

Issue costs

-

(974)

-

-

-

(974)

Purchase of own shares

-

-

(2,174)

-

-

(2,174)

Dividends

-

-

(5,475)

-

(1,615)

(7,090)

Total transactions with owners

3,831

26,891

(7,649)

-

(1,615)

21,458

At 30 September 2025

39,169

131,977

56,496

53,655

2,694

283,991

* Other reserves includes the capital redemption reserve, the merger reserve and the other reserve, which are non-distributable.

Reserves available for distribution

Under the Companies Act 2006, the capital reserve and the revenue reserve are distributable reserves.  The table below shows amounts that are available for distribution.


Capital

reserve

Revenue

reserve

Total

 

 

£000

£000

£000

Distributable reserves

56,496

2,694

59,190

Revaluation losses

(4,779)

-

(4,779)

Income/proceeds not yet distributable

(2,695)

(1,515)

(4,210)

Cancelled share premium not yet distributable

(1,484)

-

(1,484)

Reserves available for distribution*

47,538

1,179

48,717

*subject to filing these interim financial statements at Companies House.

The capital reserve and the revenue reserve are both distributable reserves.  These reserves total £59,190,000, representing a decrease of £8,824,000 in the period since 31 March 2025.  The directors consider the level of the investment holding gains and losses reserve and the future requirements of the Company when determining the level of dividend payments.

Of the potentially distributable reserves of £59,190,000 shown above, £4,210,000 relates to income/proceeds not yet received, £1,484,000 relates to cancelled share premium which will become distributable from 1 April 2026, and revaluation losses of £4,779,000 included within the investment holding gains and losses reserve are not considered recoverable.

In October 2025, following approval at the annual general meeting and subsequent confirmation by the High Court, the Company cancelled the balance of its share premium account, and reduced the nominal value of the share capital of the Company from 10 pence per ordinary share to 0.01 pence per ordinary share. This created £171.1 million of additional distributable reserves over the next four years, as set out below.

Available for distribution

Reserves arising from cancelled share premium

 £000

Reserves arising from reduction in share capital

£000

Total

£000

July 2026, once the 2026 annual report has been circulated

1,700

20,948

22,648

1 April 2027

56,593

7,853

64,446

1 April 2028

46,793

6,501

53,294

1 April 2029

26,891

3,828

30,719

Total

131,977

39,130

171,107

 

UNAUDITED STATEMENT OF CASH FLOWS

for the six months ended 30 September 2025


Notes

Unaudited

6 months

ended

30 September

2025

£000

Unaudited

6 months

ended

30 September

 2024

£000

Audited

year

ended

31 March 2025

  

£000

Profit before taxation*


5,422

264

6,769

(Decrease) increase in trade and other payables


(47)

7

96

Increase decrease in accrued income and other assets


(293)

(654)

759

(Gain) loss on disposal of investments


(311)

662

(965)

Gain on investments held at fair value


(4,982)

(50)

(5,656)

Net cash (outflow) inflow from operating activities


(211)

229

1,003



 



Cash flows from (used in) investing activities


 



Purchase of financial assets at fair value through profit or loss

6

(8,722)

(20,423)

(29,288)

Proceeds from sale of financial assets at fair value through profit or loss

6

-

-

7,259

Deferred consideration

6

-

-

451

Net cash outflow from investing activities


(8,722)

(20,423)

(21,578)



 



Cash flows from (used in) financing activities


 



Issue of ordinary shares


30,506

36,843

52,079

Costs of ordinary share issues**


(974)

(1,210)

(1,672)

Purchase of own shares


(2,174)

(3,760)

(6,710)

Dividends paid

4

(5,900)

(4,928)

(12,955)

Net cash inflow from financing activities


21,458

26,945

30,742



 



Net increase in cash and cash equivalents


12,525

6,751

10,167

Cash and cash equivalents at the beginning of the period


99,971

89,804

89,804

Cash and cash equivalents at the

end of the period


112,496

96,555

99,971

 

 


 



Cash and cash equivalents comprise


 



Money market funds


75,750

66,750

69,000

Cash at bank and other cash equivalents


36,746

29,805

30,971

Cash and cash equivalents at the end of the period


112,496

96,555

99,971

 

* includes net income from:

Dividends


-

-

372

Interest


2,225

948

5,346

** Issue costs include both fundraising costs and expenses incurred from the Company's DRIS.

 

EXPLANATORY NOTES TO THE UNAUDITED CONDENSED FINANCIAL STATEMENTS

1     General Information, Basis of Preparation and Principal Accounting Policies

These half-year statements have been approved by the directors whose names appear at note 10, each of whom has confirmed that to the best of their knowledge:

·      the interim management report includes a fair review of the information required by rules 4.2.7 and 4.2.8 of the Disclosure Rules and the Transparency Rules; and

·      the half-year statements have been prepared in accordance with IAS 34 'Interim financial reporting' and the Disclosure and Transparency Rules of the Financial Conduct Authority.

The half-year statements are unaudited and have not been reviewed by the auditors pursuant to the International Standard on Review Engagements (UK and Ireland) 2410 guidance on Review of Interim Financial Information performed by the independent Auditor of the entity. They do not constitute full financial statements as defined in section 435 of the Companies Act 2006. The comparative figures for the year ended 31 March 2025 do not constitute full financial statements and have been extracted from the Company's financial statements for the year ended 31 March 2025. Those accounts were reported upon without qualification by the auditors and have been delivered to the Registrar of Companies.

The accounting policies and methods of computation followed in the half-year statements are the same as those adopted in the preparation of the audited financial statements for the year ended 31 March 2025. They do not include all disclosures that would otherwise be required in a complete set of financial statements and should be read in conjunction with the 2025 annual report.

The accounts have been prepared on a going concern basis as set out below and in accordance with UK adopted international accounting standards.

The accounts have been prepared under the historical cost basis as modified by the measurement of investments at fair value through profit or loss.

The accounts have been prepared in compliance with the recommendations set out in the Statement of Recommended Practice 'Financial Statements of Investment Trust Companies and Venture Capital Trusts' issued by the Association of Investment Companies (issued in July 2022 - "SORP") to the extent that they do not conflict with UK adopted international accounting standards.

The financial statements are prepared in accordance with UK adopted international accounting standards (International Financial Reporting Standards ("IFRS") and International Accounting Standards ("IAS")) and interpretations in force at the reporting date. New standards coming into force during the period and future standards that come into effect after the period-end have not had a material impact on these financial statements.

The Company has carried out an assessment of accounting standards, amendments and interpretations that have been issued by the IASB and that are effective for the current reporting period. The Company has determined that the transitional effects of the standards do not have a material impact.

The financial statements are presented in sterling and all values are rounded to the nearest thousand (£000), except where stated.

Going Concern: The directors have carefully considered the issue of going concern and are satisfied that the Company has sufficient resources to meet its obligations as they fall due for a period of at least 12 months from the date these half-year statements were approved. As at 30 September 2025 the Company held cash balances and money market funds with a combined value of £112,496,000. Cash flow projections show the Company has sufficient funds to meet both its contracted expenditure and its discretionary cash outflows in the form of share buy-backs and the dividend policy.  In the year ended 31 March 2025 the Company's costs and discretionary expenditures were:


£'000

Administrative expenses (before fair value movement related to credit risk)

4,632

Share buy-backs

6,710

Dividends (before DRIS)

15,849

Total

27,191

 

The directors therefore believe that it is appropriate to continue to apply the going concern basis of accounting in preparing these half-year statements.

2      Income


Unaudited

6 months

ended 30

September

2025

£000

Unaudited

6 months

ended 30

September

2024

£000

Income from investments



- Interest on loans to unquoted companies

77

137

- Dividends from unquoted companies

241

323


318

460

Income from money market funds

1,748

1,714

Income from investments held at fair value through profit or loss

2,066

2,174

Interest from bank deposits

639

910


2,705

3,084

 

3      Taxation


Unaudited 6 months ended

30 September 2025

Unaudited 6 months ended

30 September 2024

Revenue

Capital

Total

Revenue

Capital

Total

£000

£000

£000

£000

£000

£000

Profit (loss) before taxation

1,711

3,711

5,422

2,214

(1,950)

264

Profit (loss) before taxation multiplied by the standard small company rate of corporation tax in UK of 19.0% (2024: 19.0%)

325

705

1,030

421

(371)

50

Effect of:

 

 

 




UK dividends received

(112)

-

(112)

(61)

-

(61)

Non-taxable (gains) losses on investments

-

(1,006)

(1,006)

-

116

116

Deferred tax not recognised

-

88

88

(360)

255

(105)

Tax charge (credit)

213

(213)

-

-

-

-

 

The Company has no provided, or unprovided, deferred tax liability in either period.

Deferred tax assets in respect of losses have not been recognised as the directors do not currently believe that it is probable that sufficient taxable profits will be available against which the assets can be recovered.

Due to the Company's status as a venture capital trust, and the continued intention to meet the conditions required to comply with Chapter 3 Part 6 of the Income Tax Act 2007, the Company has not provided deferred tax on any capital gains or losses arising on the revaluation or realisation of investments.

4      Dividends

Amounts recognised as distributions to equity holders in the period:


Unaudited six months ended

30 September 2025

Unaudited six months ended

30 September 2024


Revenue

Capital

Total

Revenue

Capital

Total


£000

£000

£000

£000

£000

£000

First interim dividend for the year ending 31 March 2026 of 2.00p (2025: 2.00p) per ordinary share

1,615

5,475

7,090

1,969

4,077

6,046


1,615

5,475

7,090

1,969

4,077

6,046

Shares allotted under DRIS

 

 

(1,190)



(1,118)

Dividends paid in the Statement of Cash Flows

 

 

5,900



4,928

 

 


Audited year ended

31 March 2025


Revenue

Capital

Total


£000

£000

£000

First interim dividend for the year ended 31 March 2025 of 2.00p per ordinary share

1,969

4,077

6,046

Second interim dividend for the year ended 31 March 2025 of 1.50p per ordinary share

1,780

4,257

6,037

Special dividend for the year ended 31 March 2025 of 1.25p

-

3,766

3,766


3,749

12,100

15,849

Shares allotted under DRIS



(2,894)

Dividends paid in the Statement of Cash Flows

 

 

12,955

 

The first interim dividend of 2.00 pence per ordinary share was paid on 25 July 2025 to shareholders on the register as at 27 June 2025.

A second interim dividend of 2.00p per ordinary share amounting to approximately £7.1 million is proposed. This dividend has not been recognised in these half-year financial statements as the obligation did not exist at the balance sheet date.

5      Basic and Diluted Earnings (Loss) per Ordinary Share

The basic and diluted earnings per ordinary share is based on the profit after tax attributable to equity shareholders of £5,422,000 (30 September 2024: £264,000) and 355,464,523 (30 September 2024: 303,413,390) ordinary shares being the weighted average number of ordinary shares in issue during the period.

The basic and diluted revenue earnings per ordinary share is based on the revenue profit attributable to equity shareholders of £1,498,000 (30 September 2024: £2,214,000) and 355,464,523 (30 September 2024: 303,413,390) ordinary shares being the weighted average number of ordinary shares in issue during the period.

The basic and diluted capital earnings (loss) per ordinary share is based on the capital profit attributable to equity shareholders of £3,924,000 (30 September 2024: loss of £1,950,000) and 355,464,523 (30 September 2024: 303,413,390) ordinary shares being the weighted average number of ordinary shares in issue during the period.

During the period the Company allotted 36,799,582 new ordinary shares from the fundraising, and 1,515,132 new ordinary shares in respect of its DRIS.

The Company has also repurchased 2,829,122 of its own shares in the period and these shares are held in the capital reserve. The total of 37,028,118 treasury shares has been excluded in calculating the weighted average number of ordinary shares during the period.

The Company has no dilutive shares and consequently, basic and diluted earnings per ordinary share are equivalent at 30 September 2025, 31 March 2025 and 30 September 2024.

6      Financial Assets at Fair Value through Profit or Loss


30 September 2025

£000

30 September 2024

£000

Investment portfolio

167,114

147,065

Accrued income and other assets*

1,454

2,504

Financial assets at fair value through profit and loss

168,568

149,569

* Relates to accrued income not past due which has been disclosed as part of the investment value.

IFRS 13, in respect of financial instruments that are measured in the balance sheet at fair value, requires disclosure of fair value measurements by level within the following fair value measurement hierarchy:

·      Level 1: quoted prices in active markets for identical assets or liabilities. The fair value of financial instruments traded in active markets is based on quoted market prices at the balance sheet date. A market is defined as a market in which transactions for the asset or liability take place with sufficient frequency and volume to provide pricing information on an ongoing basis. The quoted market price used for financial assets held by the Company is the current bid price. These instruments are included in Level 1 and comprise money market funds classified as held at fair value through profit or loss. The Company's current asset investments fall into this category.

·      Level 2: the fair value of financial instruments that are not traded in an active market is determined by using valuation techniques. These valuation techniques maximise the use of observable market data where it is available and rely as little as possible on entity specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is included in Level 2. The Company held no such instruments in the current or prior year.

·      Level 3: the fair value of financial instruments that are not traded in an active market (for example, investments in unquoted companies) is determined by using valuation techniques such as revenue or earnings multiples. If one or more of the significant inputs is not based on observable market data, the instrument is included in Level 3. All of the Company's investments classified as financial instruments classified at fair value through profit and loss fall into this category.

Each investment is reviewed at least quarterly to ensure that it has not ceased to meet the criteria of the level in which it was included at the beginning of each accounting period. There have been no transfers between these classifications in the period (2024: none).

The change in fair value for the current and previous year is recognised through profit or loss. All items held at fair value through profit or loss were designated as such upon initial recognition.

Valuation of Investments

Unquoted investments are valued in accordance with IFRS 13 "Fair Value Measurement" and using the International Private Equity and Venture Capital ("IPEV") Valuation Guidelines ("the Guidelines").

Initial measurement

The best estimate of the initial fair value of an unquoted investment is the cost of the investment. Unless there are indications that this is inappropriate, an unquoted investment will be held at this value within the first three months of investment.

Subsequent measurement

Based on the Guidelines we have identified six of the most widely used valuation methodologies for unquoted investments. The Guidelines advocate that the best valuation methodologies are those that draw on external, objective market-based data in order to derive a fair value.

Full details of the methods used by the Company were set out on pages 69 and 70 of the financial statements for the year ended 31 March 2025, a copy of which can be found at www.bscfunds.com.

The primary methods used for valuing non-quoted investments, and the key assumptions relating to them are:

Unquoted Investments

·      Revenue multiple. An appropriate multiple, given the risk profile and revenue growth prospects of the underlying company, is applied to the revenue of the company. The multiple is adjusted to reflect any risk associated with lack of marketability and to take account of the differences between the investee company and the benchmark company or companies used to derive the multiple.

·      Earnings multiple. An appropriate multiple, given the risk profile and earnings growth prospects of the underlying company, is applied to the maintainable earnings of the company. The multiple is adjusted to reflect any risk associated with lack of marketability and to take account of the differences between the investee company and the benchmark company or companies used to derive the multiple.

Movements in investments at fair value through profit or loss during the six months to 30 September 2025 are summarised as follows:

 

 

 

IFRS 13 measurement classification

Level 3

Unquoted

Investments

£000

Opening cost

104,737

Opening valuation gain

48,673

Opening fair value at 1 April 2025

153,410

Additions at cost

8,722

Net profit on disposals*

-

Change in fair value

5,857

Foreign exchange loss

(875)

Closing fair value at 30 September 2025

167,114

Closing cost

113,459

Closing valuation gain

53,655

Closing fair value at 30 September 2025

167,114

* the net profit on disposal in the table above is £nil whereas that shown in the Statement of Comprehensive Income is £311,000. The difference comprises the change in the value of deferred proceeds totalling £311,000 in respect of assets that have been disposed of and are not included in the investment portfolio at 1 April 2025.

Level 3 valuations include assumptions based on non-observable data, such as discounts applied either to reflect changes in the fair value of financial assets held at the price of recent investment, or to adjust revenue or earnings multiples.

IFRS13 requires disclosure, by class of financial instruments, if the effect of changing one or more inputs to reasonably possible alternative assumptions would result in a significant change to the fair value measurement. Each unquoted portfolio company has been reviewed in order to identify the sensitivity of the valuation methodology to using alternative assumptions, which still fall within the IPEV Guidelines. Where discounts have been applied (for example to revenue/earnings levels or multiple ratios) alternatives have been considered. For each unquoted investment, two scenarios have been modelled, principally a 5 per cent change to discount rates, although other factors were considered on an individual portfolio company basis: more prudent assumptions (downside case) and more optimistic assumptions (upside case). Applying the downside case, the value of the unquoted investments would be £6.2 million or 3.7 per cent lower (2024: £6.3 million or 4.3 per cent lower). Using the upside case, the value would be increased by £6.3 million or 3.8 per cent (2024: £6.4 million or 4.4 per cent).

All of the Company's investments are in unquoted companies held at fair value. The valuation methodology for these investments includes the application of externally produced revenue and earnings multiples. Therefore, the value of the unquoted element of the portfolio is also indirectly affected by price movements on the listed market. Those using revenue and earnings multiple methodologies include judgements regarding the level of discount applied to that multiple. The effect of changing the level of discounts applied to the multiples is considered above.

There have been no individual fair value adjustments downwards during the period that exceeded 5 per cent of the total assets of the Company (31 March 2025: none).

There were no disposals during the period, but the following changes to deferred consideration from prior year realisations were recognised.


Net

proceeds

from sale

 

 

£000

Cost

 

 

 

 

£000

Opening

carrying

value as at

1 April

2025

£000

Profit

 over

opening

carrying

value

£000

Unquoted investments

 

 

 

 

ACC Aviation Group Limited

80

-

-

80

Traveltek Group Holdings Limited

231

-

-

231

Deferred consideration

311

-

-

311

Total from investment portfolio*

311

-

-

311

* The total from disposals in the table above is £311,000 whereas that shown in the Statement of Cash Flows is £nil. This is due to the timing differences between the recognition of the deferred income arising on realisations and its receipt in cash.

7     Basic and Diluted Net Asset Value per Ordinary Share

The basic and diluted net asset value per ordinary share is calculated on attributable assets of £283,991,000 (30 September 2024 and 31 March 2025: £246,809,000 and £257,111,000 respectively) and 354,664,249 (30 September 2024 and 31 March 2025: 301,891,749 and 319,178,657 respectively) ordinary shares in issue at 30 September 2025.

Treasury shares have been excluded in calculating the number of ordinary shares in issue at 30 September 2025.

The Company has no potentially dilutive shares and consequently, basic and diluted net asset values are equivalent at 30 September 2025, 31 March 2025 and 30 September 2024.

8     Total Return

Total Return per ordinary share is calculated on cumulative dividends paid of 186.15 pence per ordinary share (30 September 2024: 180.90 pence per ordinary share and 31 March 2025: 184.15 pence per ordinary share) plus the net asset value as calculated in note 7.

9     Post Balance Sheet Events

Subsequent to the period end the Company has invested a further £1.6 million into portfolio company Plandek.

Post period-end, in October 2025, the Company realised its investment in Elucidat, receiving £5.5 million in initial proceeds, with additional deferred consideration of £0.7 million anticipated to be received over the next 18 months.  To date, the Elucidat investment has generated an overall return of £5.5 million, a 1.3x return on the original cost of £4.3 million.  Including deferred consideration, proceeds have the potential to rise to £6.2 million, and the return to 1.45x.            

10    Directors

The directors of the Company are Rupert Cook, Adam Bastin, Jonathan Cartwright and Purvi Sapre.

11    Other Information

Copies of the interim report can be obtained from the Company's registered office: 4th Floor, 2 Bond Court, Leeds, LS1 2JZ or from www.bscfunds.com.

12    Interim Dividend for the year ending 31 March 2026

The Directors have previously announced the payment of an interim dividend for the year ending 31 March 2026 of 2.00 pence per ordinary share ("Interim Dividend").

The Interim Dividend will be paid on 19 December 2025 to those shareholders on the Company's register at the close of business on 21 November 2025. The ex-dividend date will be 20 November 2025.

13    Dividend Re-investment Scheme ("DRIS")

The Company operates a DRIS.  The latest date for receipt of DRIS elections so as to participate in the DRIS in respect of the Interim Dividend is the close of business on 5 December 2025.

14    Inside Information

The information contained within this announcement is deemed by the Company to constitute inside information as stipulated under the Market Abuse Regulations (EU No. 596/2014). Upon the publication of this announcement via Regulatory Information Service this inside information is now considered to be in the public domain.

For further information, please contact:

 

Marcus Karia       YFM Equity Partners                                          Tel: 0113 244 1000

                Alex Collins          Panmure Liberum                                               Tel: 0207 886 2767

 

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