REG - Calculus VCT - Half-year Report
05/12/2024 17:30
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RNS Number : 0435P Calculus VCT PLC 05 December 2024
Calculus VCT plc
Half Yearly Report for the six months ended 30 September 2024
INVESTMENT OBJECTIVE
The Company's principal objectives for investors are to:
● invest in a portfolio of Venture Capital Investments that will provide
investment returns that are sufficient to allow the Company to maximise
dividends and capital growth over the medium to long term;
● generate sufficient returns from a portfolio of Venture Capital
Investments that will provide attractive long-term returns within a tax
efficient vehicle;
● review and pay the appropriate level of dividends annually taking account
of investment returns achieved and future prospects; and
● maintain VCT status to enable qualifying investors to retain their income
tax relief of up to 30 per cent. on the initial investment and receive
tax-free dividends and capital growth.
FINANCIAL OVERVIEW
Financial Highlights 6 months to 13 months to 6 months to
30-Sep-24
31-Mar-24
31-Aug-23
pence pence pence
Opening net asset value 61.58 65.53 65.63
Capital loss (1.74) (1.26) (1.04)
Revenue return 0.22 0.37 0.11
Total return(1) (1.52) (0.89) (0.93)
Dividends paid (2.77) (2.95) (2.95)
Impact of share capital movements (0.09) (0.11) (0.20)
Closing net asset value 57.20 61.58 61.55
Total Shareholder value Ordinary shares (pence per share)
Total dividends paid to 30 September 2024(2) 26.65
Net asset value on 30 September 2024 57.20
Total shareholder value to 30 September 2024 83.85
(2) total dividends paid include cumulative dividends paid since 2017
£41.29m 57.20p £1.3m 1.00X
Total Net Assets as at 30 September 2024 NAV per share as at 30 September 2024 Total cost of new and follow-on investments in the six months to 30 September 5-year total return
2024
£5.8m £2.0m £0.5m 37
Portfolio companies at period-end
Funds raised in the six months to 30 September 2024 Dividends paid out in the six months to 30 September 2024 Shares bought back in the six months to 30 September 2024
Historical Total Return
Financial period-end NAV at period-end Cumulative dividends received (p)* Total return (p)**
30 September 2024 57.20 - 57.20
31 August 2023 61.55 2.77 59.97
31 August 2022 64.61 5.72 62.92
31 August 2021 64.01 8.78 65.98
31 August 2020 64.27 11.80 69.00
31 August 2019 72.20 15.00 72.20
* Cumulative dividends received includes all dividends received since
the relevant Financial period-end to date
** Total NAV return is equal to the sum of NAV at 30 September 2024 and
cumulative dividends received
CHAIRMAN'S UPDATE
I am pleased to present your Company's results for the 6 months to 30
September 2024.
Performance summary
The Company has maintained a positive total return over a five-year period
across the portfolio. The NAV at the period end was 57.20 pence per share,
which, after paying the 2.77 pence dividend in August 2024, represents a small
decrease of 3% since the year end.
The largest positive movements in the qualifying portfolio derived from the
de-listing of C4X Discovery Holdings plc (now C4X Discovery Holdings Limited),
an uplift in Blu Wireless Technology Limited following the conversion of a
loan note in May 2024 and an uplift in Scancell plc, one of the Company's
AIM-listed holdings. These combine to make a £0.6m uplift in the Company's
NAV.
In October 2024, Chancellor Rachel Reeves announced a number of changes to how
capital gains and inheritance taxes are charged. In a high tax landscape, the
VCT product range remains a stable and reliable source of tax relief. The new
Chancellor used the Autumn Statement as an opportunity to identify the
critical role VCT schemes play in creating a positive environment for UK
entrepreneurship. Offering tax free capital growth, 30% income tax relief on
the value of the investment and tax-free dividend income; the Calculus VCT
remains a credible and dependable tax efficient investment product for UK
investors.
Additionally, we are pleased to report positive developments in our dividend
policy, reflecting our continued confidence of our portfolio and our
commitment to delivering value to our shareholders. Following careful
consideration, we are increasing the annual dividend yield from 4.5% to 5%,
marking a significant step in enhancing shareholder returns. Furthermore, I am
delighted to introduce an interim dividend, which will provide shareholders
with more frequent income distributions and align with our goal of steady and
predictable returns. These changes underscore our confidence in the outlook
for the business and our ability to generate sustainable growth. Please refer
to the "New Dividend Target" below for further information regarding the
Company's dividend policy.
Open Energy Market ('OEM') has continued to build on what was a strong 2023
where revenues for the year ended 31 Jan 2024 increased by 34%. As a result,
OEM's performance contributed £0.1m to the Company's NAV. This has been
underpinned by increasing successful traction across both the energy intensive
industry (EII) sector and increasing exposure to and presence in the lucrative
European market through existing blue-chip multinational customers. OEM's
senior management team are in the advanced stages of finalising a two-year
strategic and operational plan, underpinned by the appointment of a new head
of finance and head of financial planning and analysis, as they target an exit
event in early 2027.
Riff Raff Entertainment Limited ('Riff Raff') has developed strongly since
Calculus' first investment in June 2022 and increased the NAV by a further
£0.2m having recently signed a two-year 'First Look' TV deal with Newen. In
August 2024, the true-crime thriller film, The Order, premiered at the Venice
Film Festival. It is set to be released in the US in December 2024. Black
Rabbit, a major eight-part drama series, has finished production for Netflix
with Jude Law and Jason Bateman (Ozark) starring and is in post-production.
In September 2024, eConsult was sold to Huma Therapeutics Limited in a
share-for-share deal. Huma Therapeutics is a UK based company offering a
remote patient monitoring platform which advances connected care for patients
and accelerates research and therapies. Although Huma Therapeutics is a
large, well-funded company that recently raised $80m from investors including
AstraZeneca, the share-for-share exchange resulted in a fall of £0.5m of the
Company's NAV.
The ideas and generation market has been challenging, leading to a large
number of cost-cutting drives within the industry. Wazoku Limited was required
to cut costs significantly throughout the year, which in turn, hit its ability
to drive strong sales. This is reflected in the valuation of the company,
resulting in a £0.5m decrease in the Company's NAV.
In the 6-month period following the year-end, WheelRight was acquired by
Snider, a US strategic investor and tyre trucking company. Whilst WheelRight's
technology is potentially groundbreaking, it has struggled to commercialise it
to a level which made the company self-sustaining. In May 2024, with the
company close to exhausting its cash runway, the Snider CEO made an offer for
the company in a personal capacity and through an acquisition vehicle wholly
owned by him in the amount of £0.01 per share and which, in the absence of
any other tangible options, was agreed by all of the company's main
shareholders including Calculus. Calculus insisted on a structure that would
see its £1.6m outstanding loan notes and accrued interest paid out in full
over an extended period and which was also agreed with the Snider CEO in a
personal capacity. This saw the loan notes assigned to the Snider CEO's
corporate acquisition entity in return for which Calculus received £400k upon
completion and a promissory note for the residual ca. £1.45 million
obligating full repayment in two tranches within 4 years.
As mentioned above, the Company also converted £300k of Blu Wireless
Technology Limited loan stock. Following this, in June 2024, external and
internal investors led a £5m equity round into Blu Wireless Technology, with
Westermo, an industrial communications provider focused on the rail industry,
acting as lead strategic investor. As part of the round, significant
convertible loan notes were converted into equity, resolving a key issue as
these would have substantially matured otherwise on 31 December 2024. The
company is continuing to make substantial progress in both the rail defence
sectors.
In the period to 30 September 2024, four follow-on investments were made on
behalf of the qualifying portfolio and one new investment was made:
New investment
Date of Investment Name of Investment Location Sector Amount of Investment
May 2024 Engaging Works Holding Limited United Kingdom Technology £666,471
Follow-on Investments
Date of Investment Name of Investment Location Sector Amount of Investment
May 2024 Blu Wireless Technology Limited United Kingdom Technology £32,603
(Conversion of loan note)
July 2024 Invizius Limited United Kingdom Healthcare £111,000
August 2024 Brouhaha Entertainment Limited United Kingdom Entertainment £250,000
August 2024 Optalitix Limited United Kingdom Technology £281,894
We believe the portfolio is well positioned to continue to provide long term
growth to shareholders and that our Investment Manager is similarly positioned
to exploit these opportunities.
Buybacks
During the period, the Company bought back and cancelled 833,854 Ordinary
shares. The Company continues to review opportunities to carry out share
buybacks at a discount of no greater than 5% to NAV.
Since the period end, the Company has bought back and cancelled a further
517,241 shares.
Dividends
As mentioned above, a dividend was paid on 29 August 2024 of 2.77 pence per
eligible Ordinary share. It is expected that the next dividend will be paid in
March 2025 as announced below
New Dividend Target
As mentioned in the Chairman's Statement, the Company is targeting a regular
dividend yield in each financial year of 5% of the Net Asset Value per share
at the start of that financial year. The Company is due to pay this dividend
in two instalments; an interim dividend of 2% of the NAV, which is due to be
paid in March 2025 and a final dividend of 3% of the NAV, which is due to be
paid in October 2025.
The board are pleased to declare an interim dividend of 1.14p per share which
will be paid to shareholders on 26 March 2025. Shareholders on the register as
at 28 February 2025 will be eligible for the dividend.
Board composition
The board consist of four Directors, three of which are independent from the
Manager.
Ordinary share issue
The offer for subscription for Ordinary Shares that opened on 22 September
2023 and closed on 29 August 2024 received aggregate subscriptions from the
issue of Ordinary shares of £7.9 million. On 14 October 2024 a new prospectus
was launched for a further offer for subscription for Ordinary Shares, with
the shares to be issued in the 2024/25 and 2025/26 tax years.
Developments since the period end
Raindog is an independent production company co-founded by Academy Award®
winning actor Colin Firth and former music executive Ged Doherty. Since the
period end, the Company has made a follow-on investment of £450,000 in
Raindog Films Limited to support continued development in a number of ongoing
and new productions.
Jan Ward
Chairman
5 December 2024
INTERIM MANAGEMENT REPORT
Venture Capital Investments
Portfolio developments
Calculus Capital Limited manages the Company's portfolio of venture capital
investments. In general, Calculus Capital prefers investments to be of a
sufficient size to enable them to play an influential role in helping the
investee companies develop. Investments by the Company are primarily in equity
but may also be by way of loan stock and/or preference shares which provide
income to assist in paying dividends and provide a measure of risk mitigation.
As at 30 September 2024, the portfolio had 37 Qualifying Investments. An
update on some of the portfolio's top investments has been provided below.
Home Team Content Limited ("Home Team")
Home Team Content is a UK-based film and television production company founded
in 2021 by experienced and award-winning producers Dominic Buchanan and
Bennett McGhee. The company focuses on working with filmmakers of colour and
women filmmakers of any ethnicity. Home Team signed a 'first look' deal with
Universal International Studios (UIS) in 2022 covering television productions
which provides a contribution to company overheads as well as funding
development on projects picked up by UIS. In June 2024, UIS confirmed its
option to extend for a third year on the 'First Look' deal. The company
currently has several TV and film projects in paid development with UIS,
Netflix, BBC, and Film4.
Optalitix Limited
Optalitix offers a low-code SaaS product to insurers and financial
institutions which allows business processes based on Excel to be transformed
into robust online systems. Optalitix has performed well during the last
year with recurring revenue as at September 2024 up 46% year on year. The
pipeline for the last quarter of the year continues to look strong, as the
company is clearly achieving a strong product-market fit in the specialty
insurance underwriting market.
Fiscaltec Group Limited ("Fiscaltec")
Fiscaltec's proprietary solution analyses an organisation's financial
transactions and supplier contacts, providing an independent overview of the
effectiveness of the processes and controls encompassing spend. The company
has continued to perform well during 2024, enjoying particular success
upselling additional solutions to its existing list of very committed clients.
Although the economic environment of the last year has meant that potential
new customers have been cautious when making buying decisions, Fiscaltec is
focusing its efforts on the new client pipeline in order to increase the rate
of "new logo" wins and accelerate its growth further.
Brouhaha Entertainment Limited ("Brouhaha")
Brouhaha, based in London and Sidney, is a film and television production
company founded by Academy Award® nominated producer Gaby Tana and
experienced industry professionals Troy Lum and Andrew Mason. After the
phenomenal success of the TV Series Boy Swallows Universe on Netflix which
outperformed all expected metrics, Brouhaha is working on two other TV
projects with Netflix - Lola in the Mirror and Love & Virtue.
Oxford BioTherapeutics Limited ("OBT")
OBT is a clinical stage oncology company, it's pipeline of novel
immunotherapies is balanced between internal and externally partnered programs
with big pharma companies such as Boehringer Ingelheim. In February 2024
AbbVie (NYSE:ABBV) completed its acquisition of Immunogen, previously a
partner of OBT. Following the acquisition AbbVie took the decision to end
Immunogen's extensive, and successful, partnership with OBT. Whilst this was
initially disappointing, it resulted in a number of well-advanced drug
programs reverting to OBT, allowing the company to seek new partners for those
programs. This has generated significant interest and allowed OBT to
re-partner for the programs, predominantly on better terms given the advances
that had been made with Immunogen.
Rotageek Limited ("Rotageek")
Rotageek provides a workforce management solution, creating staff schedules
using cloud-based technology, including auto scheduling, to optimise the
schedules based on staffing need, employee wishes and regulatory working time
limits. Rotageek is continuing to experience good growth with 25% increase in
year-on-year ARR as at September 2024. The company has a strong pipeline of
opportunities and is continuing to consider its strategic options which, with
continuing strong sales, could lead to a sale of the company in or around
2025.
Riff Raff Entertainment Limited ("Riff Raff")
Riff Raff is a TV and film production company founded by Academy Award®
nominated actor Jude Law and his creative partner Ben Jackson. The company
has a film 'First Look' deal with New Republic Pictures (NRP), contributing to
company overheads and funding development on projects picked up by NRP. The
company has also signed a two-year 'First Look' TV deal with Newen for TV
projects.
Maven Screen Media Limited ("Maven")
Maven was launched in 2020 by experienced producers, Academy Award® nominated
Celine Rattray and Trudie Styler. The company focuses on female-focused films,
television, and podcasts often with a social message. In July, the film
Unicorns had a positive UK theatrical release, with Netflix SVOD to follow
during the year. Among other advanced projects, the film Eleanor the Great,
which marks Scarlett Johansson's directorial debut and is financed by Sony,
has finished all the shooting and is now in post-production.
Censo Biotechnologies Limited ("Axol")
Censo Biotechnologies Ltd (trading as Axol Bioscience) is a stem cells science
company which develops and manufactures induced pluripotent stem cells (iPSCs)
and provides related laboratory services. In June 2024, Axol raised £3.6
million through a fully subscribed round in a new senior class of equity and
in October, Axol acquired Phenocell SAS, an iPSC company specialising in skin
and retinal disorders, complementing Axol's current specialisation on
neuroscience, pain and touch and cardiovascular disorders. During 2024, Axol
has been performing in line with budget, notwithstanding a challenging period
for many other iPSC companies in the market.
Tagomics Limited ("Tagomics")
Tagomics continues to make excellent technical and commercial progress in the
development of its comprehensive disease insight platform. Tagomics'
pioneering platform seamlessly combines 'omics' technologies, including
genomics (detecting mutations), epigenomics (studying chemical 'switches' on
the genome), and fragmentomics (the analysis of DNA fragmentation patterns in
the blood); the evidence this platform can deliver means that the company has
already attracted significant partners and commercial clients. The company
expects to launch further partnerships over the next 6 months.
Developments since the period end
As mentioned above, the Company invested an additional £450,000 in a
follow-on investment into Raindog Films Limited which took place in October
2024.
Calculus Capital Limited
Investment Manager
5 December 2024
INVESTMENT PORTFOLIO AS AT 30 SEPTEMBER 2024
- TOTAL FUND
% of Net Assets
Unquoted - loan stock 7%
Quoted and unquoted - ordinary and preference shares 61%
Unquoted - liquidity funds 21%
Net current assets 11%
100%
Asset class - % of Portfolio
Company Book Cost Market Valuation as at 30 September 2024 Multiple against book cost as at 30 September 2024 Multiple against book cost as 31 March 2024 Market Value Movement since 31 March 2024 % of portfolio
Qualifying Investments
Arctic Shores Limited 610 610 1.00x 1.00x 0.0% 1.7%
Arecor Therapeutics plc 833 274 0.33x 0.72x -54.1% 0.7%
Blu Wireless Technologies Limited 833 1,042 1.25x 1.07x 17.3% 2.8%
Brouhaha Entertainment Limited 1,331 2,280 1.71x 1.88x 0.0% 6.2%
C4X Discovery Holdings Limited 598 625 1.04x 0.47x 124.1% 1.7%
Censo Biotechnologies Limited 1,051 909 0.86x 0.86x 0.0% 2.5%
Engaging Works Limited 666 666 1.00x New New 1.8%
Evoterra Limited 1,215 256 0.21x 0.21x 0.0% 0.7%
Fiscaltec Group Limited 768 1,275 1.66x 1.58x 5.0% 3.5%
Hinterview Limited 800 400 0.50x 0.59x -15.6% 1.1%
Home Team Content Limited 786 1,763 2.24x 2.24x 0.0% 4.8%
Huma Therapeutics Limited (was eConsult Limited) 262 264 1.01x 1.00x -64.8% 0.7%
Invizius Limited 486 340 0.70x 1.14x -36.9% 0.9%
IPV Limited 340 409 1.20x 1.20x 0.0% 1.1%
Laverock Therapeutics Limited 744 744 1.00x 1.00x 0.0% 2.0%
Maven Screen Media Limited 798 909 1.14x 1.14x 0.0% 2.5%
Notify Technologies Limited 628 731 1.16x 1.16x 0.0% 2.0%
Open Energy Market Limited 200 576 2.88x 2.56x 12.5% 1.6%
Optalitix Limited 1,347 1,681 1.25x 1.31x 0.00% 4.6%
Oxford Biotherapeutics Limited 350 1,773 5.07x 5.07x 0.0% 4.8%
Quai Administrations Limited 920 1,186 1.29x 1.27x 1.2% 3.2%
Raindog Films Limited 396 297 0.75x 1.00x -25.0% 0.8%
Riff Raff Entertainment Limited 874 1,848 2.11x 1.94x 9.2% 5.0%
Rota Geek Limited 1,530 1,930 1.26x 1.21x 4.7% 5.3%
Scancell Holdings plc 378 367 0.97x 0.69x 40.0% 1.0%
Tagomics Limited 909 909 1.00x 1.00x 0.0% 2.5%
Thanksbox Limited 1,073 1,177 1.10x 1.10x 0.0% 3.2%
Tozaro Limited (was MIP Diagnostics Limited) 982 1,078 1.10x 1.10x 0.0% 2.9%
Wazoku Limited 720 718 1.00x 1.61x -38.2% 2.0%
Wonderhood Limited 441 723 1.64x 1.64x 0.0% 2.0%
Other* 1,216 383 0.31x 0.44x -49.4% 1.0%
Total Qualifying Investments 24,085 28,143 76.6%
Other non-Qualifying Investments
Aberdeen Sterling Liquidity Fund 2,707 2,707 1.00x 1.00x 0.0% 7.4%
Fidelity Sterling Liquidity Fund 2,883 3,171 1.10x 1.07x 2.6% 8.6%
Goldman Sachs Sterling Liquidity Fund 2,705 2,705 1.00x 1.00x 0.0% 7.4%
Total other non-qualifying investments 8,295 8,583 23.4%
Total investments 32,380 36,726
Net Current Assets less Creditors due after one year 3,201
Net Non-Current Assets less Creditors due after one year 1,362
Net Assets 41,289
*All individual investee companies with a market value of less than £0.15
million have been grouped together as "Other".
PRINCIPAL RISKS
The principal risks facing the Company remain the same as those detailed on
page 32 of the Annual Report and Accounts for the period ended 31 March 2024.
Brexit is still causing uncertainty however it remains our view that our
portfolio companies are not experiencing material difficulties as a result of
the political situation.
Regulatory and Compliance risks remain prevalent as the Company is listed on
The London Stock Exchange and is required to comply with the listing rules of
the Financial Conduct Authority, as well as with the Companies Act, Accounting
Standards and various other legislations.
The main risks faced by the Company include, but are not limited to, loss of
approval as a venture capital trust and other regulatory breaches, risks of
making and realising qualifying investments, liquidity/marketability risk,
changes in legislation/taxation, engagement of third-party advisers, market
price risk and credit risk.
GOING CONCERN
After making enquiries, and having reviewed the portfolio, balance sheet and
projected income and expenditure for the next twelve months, the Directors
have a reasonable expectation that the Company has adequate resources to
continue in operation for the foreseeable future. The Directors have therefore
adopted the going concern basis in preparing these condensed financial
statements.
DIRECTORS' RESPONSIBILITY STATEMENT
The Directors confirm that to the best of their knowledge the half-yearly
financial report, which has been prepared in accordance with the UK Listing
Authority Disclosure and Transparency Rules ("DTR") and in accordance with the
Financial Reporting Council's Financial Reporting Standard 104: 'Interim
Financial Reporting' gives a true and fair view of the assets, liabilities,
financial position and the net return of the Company as at 30 September 2024.
The Directors confirm that the Chairman's Update, the Investment Management
report, the disclosures above and notes 10 and 11, include a fair review of
the information required by DTR 4.2.7R, being an indication of important
events that have occurred during the first six months of the financial year
and their impact on the condensed set of financial statements and a
description of the principal risks and uncertainties for the remaining six
months of the financial year, and DTR 4.2.8R.
The Directors of Calculus VCT plc are:
Jan Ward
Janine Nicholls
Hemant Mardia
John Glencross
By order of the Board
Jan Ward
Chairman,
5 December 2024
CONDENSED INCOME STATEMENT
FOR THE PERIOD FROM 1 APRIL 2024 TO 30 SEPTEMBER 2024 (UNAUDITED)
6 Months Ended 6 Months Ended 13 Months Ended
30 September 2024 31 August 2023 31 March 2024*
Revenue Capital Total Revenue Capital Total Revenue Capital Total
Return Return Return Return Return Return Return Return Total
Note £'000 £'000 £'000 £'000 £'000 £'000 £'000 £'000 £'000
Investment holding losses 8 - (75) (75) - (370) (370) - (235) (235)
-
(Loss)/gain on disposal of investments 8
- (859) (859) - 1 1 - -
Income 401 - 401 296 - 296 726 - 726
Investment management fee (89) (267) (356) (80) (239) (319) (175) (523) (698)
Other operating expenses (161) - (161) (152) - (152) (328) - (328)
(Loss)/profit on ordinary activities before taxation 151 (1,201) (1,050) 223
64 (608) (544) (758) (535)
Taxation on ordinary activities 3 - - - - - - - - -
(Loss)/profit for the period 151 (1,201) (1,050) 64 (608) (544) 223 (758) (535)
Basic and diluted deficit per new Ordinary share
2 0.22p (1.74)p (1.52)p 0.11p (1.04)p (0.93)p 0.37p (1.26)p (0.89)p
*These figures are extracts from audited accounts. The notes form an integral
part of these Accounts.
The supplementary revenue return and capital return columns are both prepared
in accordance with the Association of Investment Companies ("AIC") Statement
of Recommended Practice ("SORP"). No operations were acquired or discontinued
during the period. All items in the above statements derive from continuing
operations. There were no recognised gains or losses other than those passing
through the Income Statement. The notes form an integral part of these
condensed financial statements.
CONDENSED STATEMENT OF CHANGES IN EQUITY
FOR THE PERIOD FROM 1 APRIL 2024 TO 30 SEPTEMBER 2024 (UNAUDITED)
Non-distributable reserves Distributable reserves
Share Capital Capital Capital
Share Premium Special Redemption Reserve Reserve Revenue
Capital Account Reserve Reserve Realised Unrealised Reserve Total
£'000 £'000 £'000 £'000 £'000 £'000 £'000 £'000
For the 6 months to 30 September 2024
1 April 2024 634 23,057 14,848 89 (1,918) 4,074 (1,719) 39,065
Investment holding losses - - - - - (75) - (75)
Loss on disposal of investments - - - - (859) - - (859)
New share issue 96 5,752 - - - - - 5,848
Expenses of share issue - (113) - - - - - (113)
Share buybacks for cancellation (8) - (472) 8 - - - (472)
Management fee allocated to capital - - - - (267) - - (267)
Increase in accrual of IFA Commission - (26) - - - - - (26)
Revenue return after tax - - - - - - 151 151
Dividends paid (note 9) - - (1,963) - - - - (1,963)
Transfer of previously unrealised loss to realised
- - - - (347) 347 - -
30 September 2024 722 28,670 12,413 97 (3,391) 4,346 (1,568) 41,289
For the 6 months to 31 August 2023
1 March 2023 523 14,924 17,832 69 (1,414) 4,328 (1,942) 34,320
Investment holding losses - - - - - (370) - (370)
Gain on disposal of investments - - - - 1 - - 1
New share issue 97 6,235 - - - - - 6,332
Expenses of share issue - (87) - - - - - (87)
Share buybacks for cancellation (3) - (205) 3 - - - (205)
Management fee allocated to capital - - - - (239) - - (239)
Increase in accrual of IFA Commission - (30) - - - - - (30)
Revenue return after tax - - - - - - 64 64
Dividends paid (note 9) - - (1,789) - - - - (1,789)
Transfer of previously unrealised gain to realised - - - - 19 (19) - -
31 August 2023 617 21,042 15,838 72 (1,633) 3,939 (1,878) 37,997
CONDENSED STATEMENT OF CHANGES IN EQUITY
(CONTINUED)
Non-distributable reserves Distributable reserves
Share Capital Capital Capital
Share Premium Special Redemption Reserve Reserve Revenue
Capital Account Reserve Reserve Realised Unrealised Reserve Total
£'000 £'000 £'000 £'000 £'000 £'000 £'000 £'000
For the 13 months to 31 March 2024*
1 March 2023 523 14,924 17,832 69 (1,414) 4,328 (1,942) 34,320
Investment holding losses - - - - - (235) - (235)
New share issue 131 8,308 - - - - - 8,439
Expenses of share issue - (163) - - - - - (163)
Share buybacks for cancellation (20) - (1,195) 20 - - - (1,195)
Management fee allocated to capital - - - - (523) - - (523)
Decrease in accrual of IFA commission - (12) - - - - - (12)
Revenue return after tax - - - - - - 223 223
Dividends paid - - (1,789) - - - - (1,789)
Transfer of previously unrealised losses to realised - - - - 19 (19) - -
31 March 2024 634 23,057 14,848 89 (1,918) 4,074 (1,719) 39,065
* These figures are extracts from audited accounts. The notes form an integral
part of these Accounts.
CONDENSED BALANCE SHEET
AS AT 30 SEPTEMBER 2024
(UNAUDITED)
30 September 2024 31 August 2023 31 March 2024*
Note £'000 £'000 £'000
Fixed assets
Investments held at fair value through profit or loss 8 36,726 35,386 37,914
Deferred sales awaiting settlement 1,234 53 46
Deferred fixed interest awaiting settlement 250 - -
38,210 35,439 37,960
Current assets
Debtors 314 391 451
Cash at bank and on deposit 3,185 2,634 1,124
3,499 3,025 1,575
Creditors: amounts falling due within one year
Creditors (298) (321) (357)
Net current assets 3,201 2,704 1,218
Total assets less current liabilities 41,411 38,143 39,178
Creditors: amounts falling due after more than one year
IFA trail commission (122) (146) (113)
Total net assets 41,289 37,997 39,065
Capital and reserves
Called-up share capital 6 722 617 634
Share premium account 28,670 21,042 23,057
Special reserve 12,413 15,838 14,848
Capital redemption reserve 97 72 89
Capital reserve - realised (3,391) (1,633) (1,918)
Capital reserve - unrealised 4,346 3,939 4,074
Revenue reserve (1,568) (1,878) (1,719)
Total shareholders' funds 41,289 37,997 39,065
Net asset value per new Ordinary share - basic and diluted 4 57.20p 61.55p 61.58p
* These figures are extracts from audited accounts. The notes form an integral
part of these condensed financial statements.
CONDENSED STATEMENT OF CASH FLOW
FOR TO THE PERIOD FROM 1 APRIL 2024 TO 30 SEPTEMBER 2024
(UNAUDITED)
6 Months 6 Months 13 Months
Ended Ended Ended
30 September 31 August 31 March
2024 2023 2024*
Note £'000 £'000 £'000
Cash flow from operating activities
Investment income received 213 165 395
Deposit interest received 43 31 52
Investment management fees paid (384) (292) (626)
Operating expenses (172) (190) (362)
Net cash flow from operating activities 5 (300) (286) (541)
Cash flow from investing activities
Purchase of investments (1,309) (5,112) (7,815)
Sale of investments 400 20 460
Net cash flow from investing activities (909) (5,092) (7,355)
Cash flow from financing activities
Shares issued 5,574 6,057 8,165
Expenses of share issues (113) (81) (188)
IFA trail commission (29) (25) (27)
Share buybacks for cancellation (473) (205) (1,196)
Equity dividend paid 9 (1,689) (1,514) (1,514)
Net cash flow from financing activities 3,270 4,232 5,240
Increase/(decrease) in cash and cash equivalents 2,061 (1,146) (2,656)
Opening cash and cash equivalents 1,124 3,780 3,780
Net cash increase/(decrease) 2,061 (1,146) (2,656)
Closing cash and cash equivalents 3,185 2,634 1,124
* These figures are extracts from audited accounts. The notes form an
integral part of these Accounts.
CONDENSED NOTES TO THE ACCOUNTS
1. Nature of Financial Information
The Company applies FRS 102 and the Association of Investment Companies
("AIC") SORP for its financial period ended September 2024 in its Financial
Statements. The financial statements for the six months to 30 September 2024
have therefore been prepared in accordance with FRS 104 "Interim Financial
Reporting". The condensed financial statements have been prepared on the same
basis as the accounting policies set out in the statutory accounts for the
period ended 31 March 2024.
The financial information contained in this Half Year Report and Accounts and
the comparative figures for the financial year ended 31 March 2024 are not the
Company's statutory accounts for the financial period as defined in the
Companies Act 2006. The financial information for the periods ended 30
September 2024 and 31 August 2023 have not been audited.
The Annual Report and Financial Statements for the financial year ended 31
March 2024 have been delivered to the Registrar of Companies. The report of
the auditors was: (i) unqualified; (ii) did not include a reference to any
matters which the auditors drew attention by way of emphasis without
qualifying the report; and (iii) did not contain statements under section 498
(2) and (3) of the Companies Act 2006.
The financial statements have been prepared on a going concern basis and on
the basis that approval as an investment trust company will continue to be
met.
2. Return per Share (Basic and diluted)
6 Months Ended 6 Months Ended 13 Months Ended
30 September 2024 31 August 2023 31 March 2024
Revenue Capital Total Revenue Capital Total Revenue Capital Total
pence pence pence pence pence pence pence pence pence
Return per Ordinary share
0.22 (1.74) (1.52) 0.11 (1.04) (0.93) 0.37 (1.26) (0.89)
New Ordinary shares
Revenue return per Ordinary share is based on the net revenue gain on ordinary
activities after taxation of £150,730 (31 August 2023: gain £64,012, 31
March 2024: gain £223,351) and on 69,107,223 (31 August 2023: 58,347,452, 31
March 2024: 60,236,611) Ordinary shares, being the weighted average number of
Ordinary shares in issue during the period.
Capital return per Ordinary share is based on the net capital loss for the
period of £1,200,498 (31 August 2023: loss £608,033, 31 March 2024: loss
£758,656) and on 69,107,223 (31 August 2023: 58,347,452, 31 March 2024:
60,236,611) Ordinary shares, being the weighted average number of Ordinary
shares in issue during the period.
Total return per Ordinary share is based on the net loss on ordinary
activities for the period of £1,049,768 (31 August 2023: loss £544,021, 31
March 2024: loss £535,305) and on 69,107,223 (31 August 2023: 58,347,452, 31
March 2024: 60,236,611) Ordinary shares, being the weighted average number of
Ordinary shares in issue during the period.
3. Taxation on Ordinary Activities
The estimated effective tax rate at the period end is 0 per cent. This remains
unchanged from the prior year end.
4. Net Asset Value per Share
30 September 31 August 31 March
2024 2023 2024
Pence Pence Pence
Net asset value per new Ordinary share 57.20 61.55 61.58
The basic net asset value per new Ordinary share is based on net assets
(including current period revenue) of £41,288,617 (31 August 2023:
£37,997,043, 31 March 2024: £39,064,804) and on 72,181,123 (31 August 2023:
61,733,566, 31 March 2024: 63,441,389) Ordinary shares, being the number of
new Ordinary shares in issue at the period end.
5. Reconciliation of Net Profit before Tax to Cash Flow from Operating
Activities
30 September 31 August 31 March
2024 2023 2024
£'000 £'000 £'000
Loss on ordinary activities before tax (1,050) (544) (535)
Loss on investments 934 369 235
Increase in debtors (106) (97) (227)
(Decrease)/increase in creditors (46) (14) 39
Non cash movement (32) - (53)
Cash flow from operating activities (300) (286) (541)
6. Called up share capital
30 September
2024
Number £'000
Ordinary shares of 1p each 72,181,123 722
In April 2024 the Company issued 5,257,265 Ordinary shares for a total
consideration of £3,176,829. Also in April 2024, the Company bought back for
cancellation 833,854 Ordinary shares for a total consideration of £472,373.
In July 2024, 2,992,248 Ordinary shares were issued for a total consideration
of £1,877.375. In August 2024, 463,382 Ordinary shares were issued under the
Dividend Re-Investment Scheme. Also in August 2024, 860,693 Ordinary shares
were issued for a total consideration of £519,788.
Following the issues and cancellation noted above there were 72,181,123
Ordinary shares in issue as at 30 September 2024.
7. Contingent assets and contingent liabilities
There were no contingent assets or contingent liabilities in existence at 30
September 2024 (31 August 2023: £nil, 31 March 2024: £nil).
8. Fair Value Hierarchy
Investments held at fair value through profit or loss are valued in accordance
with IPEV guidelines.
The valuation method used will be the most appropriate valuation methodology
for an investment within its market, with regard to the financial health of
the investment and the IPEV guidelines. As required by the Standard, an
analysis of financial assets and liabilities, which identifies the risk of the
Company's holding of such items is provided. The Standard requires an analysis
of investments carried at fair value based on the reliability and significance
of the information used to measure their fair value.
In order to provide further information on the valuation techniques used to
measure assets carried at fair value, we have categorised the measurement
basis into a "fair value hierarchy" as follows:
- Quoted market prices in active markets - "Level 1"
Inputs to Level 1 fair values are quoted prices for identical asset in an
active market. Quoted in an active market in this context means quoted prices
are readily and regularly available and those prices represent actual and
regularly occurring market transactions on an arm's length basis. The quoted
price is usually the current bid price. The Company's investments in AIM
quoted equities and money market funds are classified within this category.
- Valued using models with significant observable market inputs - "Level
2"
Inputs to Level 2 fair values are inputs other than quoted prices included
within Level 1 that are observable for the asset, either directly or
indirectly.
- Valued using models with significant unobservable market inputs -
"Level 3"
Inputs to Level 3 fair values are unobservable inputs for the asset.
Unobservable inputs may have been used to measure fair value to the extent
that observable inputs are not available, thereby allowing for situations in
which there is little, if any, market activity for the asset at the
measurement date (or market information for the inputs to any valuation
models). As such, unobservable inputs reflect the assumptions the Company
considers that market participants would use in pricing the asset. The
Company's unquoted equities and loan stock are classified within this
category. Unquoted investments are valued in accordance with the IPEV
guidelines.
Level 1 Level 2 Level 3 Total
Investments £'000 £'000 £'000 £'000
Opening book cost 11,106 - 22,734 33,840
Opening unrealised appreciation/(depreciation)
(1,079) - 5,153 4,074
Opening fair value 10,027 - 27,887 37,914
Movements in the period:
Purchase at cost - - 1,342 1,342
Sales - proceeds - - (1,596) (1,596)
Sales - realised losses on sales - - (859) (859)
Prior year unrealised losses realised during the period
(2) - (345) (347)
Transfer from Level 1 to Level 3 (1,098) - 1,098 -
Unrealised investment gains/(losses) 361 - (89) 272
Closing fair value 9,288 - 27,438 36,726
Closing book cost 10,006 - 22,374 32,380
Closing unrealised appreciation/(depreciation)
(718) - 5,064 4,346
Closing fair value 9,288 - 27,438 36,726
9. Dividends
For the period ended 31 March 2024, the Company declared a final dividend of
2.77p per share on 70,857,048 eligible shares amounting to £1,962,732. The
dividend was paid on 29 August 2024.
Of the total number of eligible shares due this dividend, 60,975,166 were paid
in cash, totalling £1,689,005. The remaining shares elected to participate in
the Dividend Re-Investment Scheme. As a result, a further 463,382 Ordinary
Shares were issued at a value of £273,727.
10. Transactions with Related Parties
John Glencross, a Director of the Company, is considered to be a related party
due to his position as Chief Executive and a director of Calculus Capital
Limited, the Company's Investment Manager.
Calculus Capital Limited receives an investment manager's fee from the
Company. For the 6 months to 30 September 2024, Calculus Capital Limited
earned £355,572 of Management Fees. (31 August 2023: £319,340; 31 March
2024: £697,848). Calculus Capital Limited also earned a company secretarial
fee of £9,000 (31 August 2023: £9,000; 31 March 2024: £19,500).
At 30 September 2024, £189,632 was due to Calculus Capital Limited (31 August
2023: £172,871; 31 March 2024: £219,178) in relation to unpaid investment
manager's and company secretarial fees.
Calculus Capital Limited took on the expenses cap on 15 December 2015. In the
6 months to 30 September 2024, Calculus Capital Limited did not contribute
towards the expenses. (31 March 2024: contributed £nil).
11. Transactions with Investment Managers
John Glencross, a Director of the Company, is Chief Executive and a director
of Calculus Capital Limited, the Company's Manager. He does not receive any
remuneration from the Company. He is a director of Brouhaha Entertainment
Limited, Home Team Content Limited, Maven Screen Media Limited, Raindog Films
Limited, Riff Raff Entertainment Limited and Wonderhood Studios Limited.
Calculus Capital receives fees from certain portfolio companies. The aggregate
net amounts received by Calculus Capital Limited for any monitoring, provision
of a director and arrangement fees, as appropriate, from the investee
companies was £444,000 for the period to 30 September 2024 (£396,000 to 31
August 2023; £1,099,000 to 31 March 2024).
12. Post balance sheet events
Since the period end, the Company has made follow on investments of £450,000
in Raindog Films Limited
The Company also bought back and cancelled 517,241 shares in October 2024 for
an aggregate consideration of £290,276.
COMPANY INFORMATION
Directors Fund Administrator
Jan Ward Waystone Administration Solutions (UK) Limited
Janine Nicholls
John Glencross Broadwalk House
Hemant Mardia Southernhay West
Exeter EX1 1TS
Registered Office Auditors
12 Conduit Street Moore Kingston Smith
London 6th Floor, 9 Appold Street
W1S 2XH London EC2A 2AP
Telephone: 020 7493 4940
Broker
Company Number Singer Capital Markets
07142153 1 Bartholomew Lane
London EC2N 2AX
Venture Capital Investments Manager Registrars
And Company Secretary The City Partnership (UK) Limited
12 Conduit Street The Mending Rooms
London Park Valley Mills
W1S 2XH Meltham Road
Telephone: 020 7493 4940 Huddersfield
Website: www.calculuscapital.com (http://www.calculuscapital.com) HD4 7BH
Sponsor
Beaumont Cornish Limited
10th Floor, 30 Crown Pl, Hackney
London EC2M 2SJ
Legal Entity Identifier: 2138005SMDWLMMNPVA90
Printed copies of the Calculus VCT plc Half Yearly Report for the six months
ended 30 September 2024 have not been posted to shareholders. However, a copy
can be found on the following website:
https://calculuscapital.com/products/calculus-vct/investor-information/
For further information, please contact:
Calculus Capital Limited
Telephone: 020 7493 4940
Neither the contents of the Company's website nor the contents of any website
accessible from hyperlinks on this announcement (or any other website) are
incorporated into, or form part of, this announcement.
END
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