REG-Final Results
24/04/2025 09:15
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FORESIGHT ENTERPRISE VCT PLC
LEI: 213800MWJNR3WZZ3ZP42
24 April 2025
Final results
31 December 2024
Foresight Enterprise VCT plc, managed by Foresight Group LLP, today announces
the final results for the year ended 31 December 2024.
These results were approved by the Board of Directors on 23 April 2025.
The Annual Report will shortly be available in full at
www.foresightenterprisevct.com. All other statutory information can also be
found there.
FINANCIAL HIGHLIGHTS
* After adding back dividend payments of 15.4p per share during the year, NAV
Total Return per share as at 31 December 2024 was 69.9p, representing an
increase in NAV Total Return of 6.6% in the year.
* Four new investments costing £8.4 million and six follow-on investments
costing £6.0 million were made during the year.
* The Company fully exited its investments in Specac International Limited,
Callen-Lenz Associates Limited, So-Sure Limited and Crosstown Dough Ltd,
realising gains of £28.5 million in the year and returning proceeds of
£34.3 million to the Company.
* In the year, the value of the investment portfolio rose by £9.7 million.
* The Company paid special dividends totalling 12.1p per share (5.0p on 19
January 2024 and 7.1p on 15 November 2024), returning in aggregate £32.1
million to Shareholders.
* An interim dividend of 3.3p per share was paid on 12 July 2024, returning
£8.8 million to Shareholders.
* In light of further recent exits, the Board declared an interim special
dividend of 3.1p per share on 15 April 2025, payable on 16 May 2025.
* The offer for subscription launched on 1 November 2024 was closed to
applications on 6 December 2024 and raised a total of £28.8 million after
expenses.
CHAIR’S STATEMENT
“I am pleased to present the audited Annual Report and Accounts for the year
ended 31 December 2024 and to report an increase in Net Asset Value Total
Return of 6.6% for the year including a dividend yield of 30.5%.”
Portfolio overview
46
Investments as at 31 December 2024
£9.7m
Increase in valuation of investments in the year ended 31 December 2024
£34.6m
Cash proceeds generated from disposal of investments in the year ended 31
December 2024
Overview of 2024
The UK’s economy is expected to continue its very gradual recovery in 2025,
following what can at best be described as modest GDP growth in 2024.
Inflation has eased, though lingering cost pressures persist in key sectors
such as food and energy. Interest rates, which fell from 5.25% to 4.75% in
2024, have been cut to 4.5% as at the time of writing and are expected to fall
further, albeit more slowly than was anticipated a year ago.
The Company’s portfolio in aggregate performed well against this backdrop,
although some individual investee companies are still struggling with weak
consumer demand, high interest rates, supply chain issues and labour
shortages. The Manager continues to work closely with such companies to help
them manage through these difficulties. On the other hand, other investee
companies are flourishing and we are encouraged by some very profitable exits
recently as the M&A market has started to pick up.
In the year ended 31 December 2024, the valuation of investments in the
portfolio increased by £9.7 million.
Strategy
The Board believes that it is in the best interests of Shareholders to
continue to pursue a strategy of:
* Growth in Net Asset Value Total Return above a 5% annual target while
continuing to grow the Company’s assets
* Payment of annual dividends of at least 5% of the NAV per Share based on the
opening NAV per Share of that financial year
* Implementation of a significant number of new and follow‑on investments,
exceeding deployment requirements to maintain VCT status
* Maintaining a programme of regular share buybacks at a discount of 5%,
subject to market conditions
Central to the Company being able to achieve these objectives is the ability
of the Manager to source and complete attractive new qualifying investment
opportunities and exits.
Performance and portfolio activity
During the year Net Asset Value per share decreased by 16.9% from 65.6p at 31
December 2023 to 54.5p at 31 December 2024. After adding back the payments
of 15.4p in dividends made in the year, NAV Total Return per share at
31 December 2024 was 69.9p, representing a positive total return of 6.6%. The
percentage increase in total return per share from an investment in the
Company’s shares made five years ago is 34.6%, which is well above the
minimum target return set by the Board of 5% per annum. Exceeding this target
is at the centre of the Company’s current and future portfolio management
objectives. Factoring in the 30% upfront income tax relief as well as fees
paid on entry, a 5% discount on buyback, and assuming that dividends are
reinvested when paid, £10,000 invested on 1 January 2020 would have yielded
£16,419 as at 31 December 2024, representing a capital gains tax exempt gain
of £6,419 or a 12.8% average return per annum. These positive movements are a
result of the strategy and business changes throughout the portfolio alluded
to above.
During the year the Manager completed four new investments and six follow-on
investments costing £8.4 million and £6.0 million respectively. The Manager
also fully exited Callen‑Lenz Associates Limited and Specac International
Limited, generating proceeds of £34.3 million at completion. This, together
with cash returns received during the investment period and deferred
consideration totalling £5.3 million, is an exceptional achievement from a
combined initial investment of £6.2 million and represents a cash‑on-cash
multiple of 6.4 times. The Manager also exited two challenged businesses,
Crosstown Dough Ltd and So-Sure Limited, during the period. Further details of
these investments and realisations can be found in the Manager’s Review.
After the year end, the Company made one new and five follow-on investments
totalling £5.2 million. Furthermore, in February 2025, the Company realised
its holding in Hospital Services Group Limited. The exit generated proceeds of
£9.3 million at completion, with potential for a further up to £0.4 million
in the coming years. This, together with 0.4 million of returns received
during the investment period, implies a total cash‑on-cash return of up to
8.4 times the initial investment, equivalent to an IRR of 25.7%. Further
details of these investments and realisations can be found in the
Manager’s Review.
The Manager continues to see a strong pipeline of potential investments
sourced through its regional networks and well-developed relationships with
advisers and the SME community. It is also focused on supporting the existing
portfolio through the current economic climate. Following the successful
fundraise launched in November 2024, the Company is in a position to fully
support the portfolio, where appropriate, and exploit potential attractive
investment opportunities.
The Board and the Manager are confident that a number of new and follow‑on
investments can be achieved this year, particularly with the increased
investment activity noted above. Details of each of these new, existing and
former portfolio companies can be found in the Manager’s Review in the
Annual Report.
An offer for subscription to raise further funds was launched on 1 November
2024. The offer was closed to applications on 6 December 2024 and raised gross
proceeds of £30.0 million, £28.8 million after expenses, as detailed in the
post-balance sheet events in note 20 of the Annual Report. The Board would
like to thank those existing Shareholders who have already supported this
offer and welcome all new Shareholders to the Company.
Responsible investing
The analysis of environmental, social and governance (“ESG”) issues is
embedded in the Manager’s investment process and these factors are
considered key in determining the quality of a business and its long-term
success. Central to the Manager’s responsible investment approach are five
ESG principles that are applied to evaluate investee companies, acquired since
May 2018, throughout the lifecycle of their investment, from their initial
review and acquisition to their final sale. Every year, these portfolio
companies are assessed and progress measured against these principles. More
detailed information about the process can be found on pages 43 to 46 of the
Manager’s Review in the Annual Report.
Dividends
A special interim dividend of 5.0p per share was declared on 14 December 2023
based on an ex-dividend date of 4 January 2024 and a record date of 5 January
2024. This dividend was paid on 19 January 2024, returning £13.2 million to
Shareholders. Additionally, an interim dividend of 3.3p per share was declared
on 11 June 2024 based on an ex-dividend date of 27 June 2024 and a record date
of 28 June 2024. This dividend was paid on 12 July 2024, returning £8.8
million to Shareholders. Finally, a second special interim dividend of 7.1p
per share was declared on 22 October 2024 based on an ex-dividend date of
31 October 2024 and a record date of 1 November 2024. This dividend was paid
on 15 November 2024, returning £18.9 million to Shareholders.
Post year end and following a period of successful realisations, the Board has
declared a special dividend of 3.1p per share to be paid on 16 May 2025, based
on an ex‑dividend date of 1 May 2025 and with a record date of 2 May 2025.
As noted in prior Annual Report and Accounts, and in light of the change in
portfolio towards earlier-stage, higher‑risk companies as required by the
VCT rules, the Board felt it prudent in 2020 to adjust the dividend policy
towards a targeted annual dividend yield of 5% of NAV per annum. The Board and
the Manager continue to hope that this may be enhanced by additional special
dividends as and when particularly successful portfolio exits are made.
Buybacks
Buybacks in the year totalled £9.4 million and the Board is pleased to have
achieved an average discount of 5.0% to the Net Asset Value per share. The
Board continues to have an objective of maintaining buybacks at a discount of
5%, subject to market conditions.
Management charges and performance incentive
The annual management fee is an amount equal to 2.0% of net assets. This has
resulted in ongoing charges, as defined in the Glossary of Terms in the Annual
Report, for the period ended 31 December 2024 of 2.3%, which is at the lower
end of the range when compared to competitor VCTs.
Shareholder communication
We were delighted to meet with some Shareholders in person at the AGM last
year. We hope many of you will be available to attend this year’s AGM on 10
June 2025, as detailed below.
Board composition
The Board continues to review its own performance and undertakes succession
planning to maintain an appropriate level of independence, experience,
diversity and skills in order to be in a position to discharge all its
responsibilities.
Annual General Meeting
The Company’s Annual General Meeting will take place on 10 June 2025 and we
look forward to meeting as many of you as possible in person. Please refer to
the formal notice on pages 104 to 107 in the Annual Report for further details
in relation to the format of this year’s meeting. We would encourage you to
submit your votes by proxy ahead of the deadline of 1.00pm on 6 June 2025 and
to forward any questions by email to InvestorRelations@foresightgroup.eu in
advance of the meeting.
VCT Sunset clause
I am pleased to report that new regulations have been made to extend the
UK’s VCT scheme by ten years to April 2035, following the European
Commission’s confirmation that they would not oppose the continuation of the
scheme. This now removes any recent uncertainty and will help support further
investment by the VCT sector in early-stage companies.
Outlook
The UK economy has faced challenges throughout 2024, with GDP growth slowing
significantly in the second half of the year. The election of a majority
Labour government in July brought some political change, but its economic
agenda has faced criticism for its effects on the cost of labour for small
businesses. Consumer confidence and business investment have remained subdued,
despite the Bank of England’s decision to cut its base rate to 4.5% in
February 2025. These factors, along with the anticipation of higher energy
and water prices pushing up inflation, have led to the UK growth forecasts for
2025 being tempered. There is also still considerable uncertainty in the
global economy, contributed to by the results of the US election in November
as well as geopolitical tensions persisting.
We are conscious that such economic conditions could prove challenging for our
investee companies, which are unquoted, small, early-growth businesses and by
their nature entail higher levels of risk and lower liquidity than larger
listed companies. In particular the Board has considered the effect of trade
tariffs, introduced by the Trump administration in April 2025. These events
have had a significant effect on international markets and share price
volatility. The Board does not expect there to be a significant direct effect
on our portfolio companies due to their unquoted nature and their minimal
exposure to US exports. Valuation benchmarks may be impacted and the Board
will keep this under close review but the impact is difficult to predict at
this point in time.
Nonetheless, the Company’s current portfolio of investments is highly
diversified by number, business sector, size and stage of development and
overall has already demonstrated its relative resilience in recent difficult
economic and geopolitical circumstances. We are confident that this approach
will continue to provide some protection in future volatile
market conditions.
The Manager is continuing to see a promising pipeline of potential
investments, both new and follow-on, which are sourced nationally through its
established regional network. The recent, successful fundraise will provide
the necessary resources to make selective acquisitions from an increasing
number of emerging investment opportunities. Although economic growth may be
subdued, and markets potentially turbulent, in the months ahead, we believe
the Company’s generalist and diversified portfolio continues to be well
positioned to generate long-term value for Shareholders.
Michael Gray
Chair
23 April 2025
MANAGER’S REVIEW
As at 31 December 2024 the Company’s portfolio comprised 46 investments with
a total cost of £76.8 million and a valuation of £109.1 million.
Portfolio diversification
Technology, Media & Telecommunications (cost 36% | valuation 32%)
Healthcare (cost 29% | valuation 29%)
Consumer & Leisure (cost 9% | valuation 9%)
Industrials & Manufacturing (cost 13% | valuation 8%)
Business Services (cost 11% | valuation 12%)
Other (cost 2% | valuation 10%)
Portfolio summary
The portfolio is diversified by sector, transaction type and maturity profile.
Details of the ten largest investments by valuation, including an update on
their performance, are provided on pages 26 to 30 in the Annual Report.
In the year to 31 December 2024, the value of the investment portfolio fell by
£10.5 million as a result of strong exits of several investments and loan
repayments realising £34.6 million, offset by an increase of £9.7 million in
the valuation of investments plus £14.4 million of new and follow-on
investments. Overall, the portfolio has performed well despite uncertainty in
the wider market, notably significant geopolitical issues, the UK Budget, the
US election and continued domestic price inflation, coupled with higher
interest rates.
In line with the Board’s strategic objectives, we remain focused on growing
the Company through further development of Net Asset Value Total Return. In
the year, Net Asset Value Total Return increased by 6.6%, meaning that the
Company has successfully met this objective in the period under review.
New investments
2024 was a year of relative calm in financial terms, when compared to recent
years. Deal activity across the market has steadily grown throughout the year,
suggesting confidence is tentatively returning, although the economic picture
in the UK remains finely balanced. Interest rates have remained high, with
inflation reducing more slowly than anticipated and the Autumn Budget
including tax changes are not helping UK SMEs. Careful management remains
crucial to steering portfolio companies through this environment.
We have continued to invest in our deal origination capabilities and
identified a large number of potentially attractive investment opportunities
during the year.
Over the course of 2024, four new investments were completed, investing a
total of £8.4 million. New investments were across nurseries, manufacturing,
cyber security and tech-enabled services. Behind these, there continues to be
a strong pipeline of opportunities that we expect to convert during the next
12 months. Follow-on investments totalling £6.0 million were also made in
six existing investee companies.
Family Adventures Group Ltd
In January 2024, the Company invested £2.5 million of growth capital into
Family Adventures Group, a provider of daycare nurseries and children’s
leisure sites that combines soft play areas with theatrical role play
facilities. All inspected sites have been rated “Good” by Ofsted and have
an average score of 9.9/10 on daynurseries.co.uk; whilst the leisure sites
have market-leading Net Promoter Scores and high repeat visits.
The investment will be used to aid the business with a continued rollout of
nursery and leisure sites across the South West and the Midlands.
Evolve Dynamics Limited
In March 2024, the Company completed a £2.0 million investment into Evolve
Dynamics. Founded in 2016, the company designs and manufactures smaller
Unmanned Aerial Systems (“UAS”) with capabilities for intelligence,
surveillance and reconnaissance. The company’s UAS products are also widely
deployed within UK and international police forces, fire services, energy
inspection and search & rescue organisations. The investment will help scale
the business and aid in new product launches.
Lepide Group Holding Company Ltd
In March 2024, the Company invested £2.0 million into Lepide, a cyber
security software solution that helps organisations to protect their
unstructured data. Lepide actively monitors event logs within Windows Active
Directory in order to detect suspicious activity and help organisations to
manage over‑exposure of data. The investment will help scale the business
and accelerate growth initiatives.
Resi Design Limited
In October 2024, the Company invested £2.0 million in Resi Design, a
technology-enabled architectural business that manages structural home
improvement projects from concept through to planning, design, build and
sign-off. The company has delivered c.8,000 projects with a market-leading 98%
planning approval rate. The investment will enable Resi Design to continue its
impressive growth trajectory, as well as focusing on strategic partnerships to
achieve wider reach.
Follow-on investments
Given the size of the portfolio, the number of follow-on investments relative
to new deals remains high, a trend that is expected to continue. These
follow-on investments are to support further growth initiatives for companies
within the portfolio, or to support them through a period of challenging
trading. We are pleased to report that despite continuing macroeconomic
uncertainty and stubbornly high interest rates, the portfolio remains
resilient overall.
We have made follow-on investments in six companies during 2024, totalling
£6.0 million. Further details of each of these are provided here.
The additional equity injections in the year were used to support further
growth plans, such as launching new products and providing cash headroom for
further growth. In view of the economic outlook, which remains challenging,
we continue to be vigilant about the health of the rest of the portfolio and
the need for follow-on funding over the coming months.
HomeLink Healthcare Limited
In March 2024, the Company completed a £1.0 million follow‑on investment
into HomeLink Healthcare. The Company first invested into HomeLink in March
2022. Contracting with the NHS, the business provides patients with wound
care, physiotherapy and intravenous therapies in their own home. HomeLink is
also a leader in remote patient monitoring practices, offers a virtual ward
solution and has now saved the NHS over 150,000 hospital bed days. The
investment will support the organic expansion of the company.
Sprintroom Limited
In March 2024, the Company completed a £0.8 million follow‑on investment
into Sprintroom, which trades as Sprint Electric. The business designs and
manufactures drives for controlling electric motors in light and heavy
industrial applications, as well as recovering and reusing otherwise lost
energy. The investment will be used to drive continued revenue growth and
develop further iterations of the new product range.
Hexarad Group Limited
In June 2024, the Company completed a £0.7 million follow‑on investment
into Hexarad Group. The Company initially invested £0.9 million into Hexarad
in June 2021, and a further £0.7 million follow-on in August 2022. Hexarad
is a teleradiology company, supporting NHS and private healthcare providers
with access to a diversified pool of radiologists in order to provide fast,
accurate diagnosis and enable more timely and higher quality patient care. The
latest investment forms part of a larger funding round, including a new
third‑party investor, to support the ongoing development of the technology,
as well as the expansion of the commercial and operational teams.
NorthWest EHealth Limited
In August 2024, the Company completed a £0.7 million investment into NWEH.
This was followed by a further £0.8 million in November 2024. NWEH is a
provider of technology-enabled clinical trials services to the pharmaceutical
and life sciences sectors, leveraging NHS electronic health records. The
investments during the year will enable NWEH further cash runway to convert
an important commercial opportunity.
Strategic Software Applications Ltd
In August 2024, the Company completed a further investment of £1.0 million in
Strategic Software Applications, trading as Ruleguard. Ruleguard is a SaaS
regulatory compliance platform for financial services institutions. The
investment will enable Ruleguard to continue to invest in its team and secure
high‑quality SaaS revenues from a growing customer base.
Red Flag Alert Technology Group Limited
In September 2024, the Company invested £0.5 million into Red Flag Alert.
This was followed by a further £0.5 million in December 2024. Red Flag Alert
is a business intelligence platform which provides prospecting, credit risk
and compliance products to its customers. The new funding will enable the
business to develop new features and convert the customer pipeline to deliver
SaaS revenue growth.
Realisations
The M&A climate has proved more challenging than in recent years in light of
the macroeconomic conditions of high interest rates and geopolitical
uncertainty. Despite this, we were pleased to report some particularly strong
realisations, as well as the disposal of some of the more challenged
businesses within the portfolio. We continue to engage with a range of
potential acquirers of several portfolio companies and to carefully consider
the timing of exit for each. Demand remains for high-quality, high‑growth
businesses from both private equity and trade buyers.
So-Sure Limited
In March 2024, the investment in So-Sure was fully written off as it failed to
perform in line with the management team’s plan. So‑Sure Limited is a
technology company acting as “Managing General Agent” for insurers. The
company’s mission is to offer a more trusted proposition, greater pricing
transparency and improved customer experience through its customer-centric
digital platform. So-Sure was acquired by the Australian insurance firm, Open,
in March 2024.
Crosstown Dough Ltd
In June 2024, the Company realised its investment in Crosstown Dough, a
doughnut vendor operating from 31 sites including a mix of bricks and mortar
stores, food trucks and market stalls. Crosstown’s core products are made at
its central production unit in Battersea. The sale of Crosstown to Karali
Group, a large franchise operator of Burger King in the UK and US, allowed
distributions to be made to creditors whilst facilitating the continuation of
the business.
Specac International Limited
In March 2024, the Company announced the sale of Specac International, a
leading manufacturer of high-specification sample analysis and preparation
equipment used in testing and research laboratories worldwide, primarily
supporting infrared spectroscopy. The transaction generated proceeds of £11.2
million at completion. When added to £1.5 million of cash returned pre-exit,
this implies a total cash-on-cash return of 10.3x, equivalent to an IRR of
33%, with a further £704,000 of deferred consideration recognised at the year
end. Since investment, the business has grown to sell globally through both
original equipment manufacturers (“OEMs”) and distributors. Throughout the
investment, we also engaged with the team to support management team changes,
improvements in governance, headcount and numerous product launches, as well
as a major site move. The exit will facilitate the continued growth of the
business.
Callen-Lenz Associates Limited
In May 2024, the Company achieved the successful exit of Callen-Lenz
Associates, returning £23.4 million to the Company. A further £2.1 million
was received in October 2024 and £0.5 million in December 2024. Including a
further £1.4 million of earnout recognised in debtors at the year end, the
sale implies a 5.4 times cash-on-cash return on the total investment made of
£4.9 million, equivalent to an IRR of 124%. Since investment, we have worked
with the board to expand both non-executive and executive leadership, which
led to successful product launches and a significant increase in headcount and
revenue. With the business focus successfully transitioned from R&D to
commercial sales, the exit will facilitate continued growth.
Realisations in the year ended 31 December 2024
Accounting cost Valuation at
at date 31 December
of disposal Proceeds (4) Realised 2023
Company Detail (£) (£) gain/(loss) (£) (£)
Callen-Lenz Associates Limited (1) Full disposal 4,875,000 23,111,692 18,236,692 17,551,767
Specac International Limited (2) Full disposal 2,054,761 11,161,216 9,106,455 10,851,677
Crosstown Dough Ltd Full disposal 1,500,000 — (1,500,000) 477,052
So-Sure Limited (3) Full disposal 1,600,000 — (1,600,000) —
Spektrix Limited repayment Loan repayment 112,873 112,873 — 112,873
Positive Response Corporation Ltd Loan repayment 225,000 225,000 — 225,000
Total disposals 10,367,634 34,610,781 24,243,147 29,218,369
1. Excludes £2.6 million of deferred consideration which was received in
October and December 2024. A further £1.4 million of deferred consideration
has been recognised within debtors at 31 December 2024.
2. Excludes £704,000 of deferred consideration which has been recognised
within debtors at 31 December 2024.
3. Excludes £11,000 of deferred consideration received in August 2024.
4. Proceeds on exit excluding interest, dividends and exit fees where
applicable.
Pipeline
At 31 December 2024, the Company had cash reserves of £51 million, which will
be used to fund new and follow‑on investments, buybacks, dividends and
corporate expenditure. We are seeing a strong pipeline of new opportunities,
with several opportunities in due diligence or in exclusivity stages, with
further deal completions expected to be announced in the months to follow.
Stubbornly high interest rates have created challenging trading conditions for
many companies. While interest rates are slowly declining, bank debt remains
significantly more expensive than it has been for much of the last 15 years.
Nonetheless, we note that the cautious approach to leveraging portfolio
companies provides some protection here. Continuing geopolitical concern
surrounding conflicts in Ukraine and the Middle East, as well as the spectre
of a global trade war driven by the new US administration, have also caused
supply chain disruption. These challenges create opportunities to source
attractive investments however, with many companies seeking to strengthen
their balance sheets.
We continue to see an attractive pipeline of opportunities and do not see this
changing in the medium term. The Company is able to access these
opportunities through its wide and proprietary network across the country,
supported to a greater extent by its network of regional offices. We consider
the Company’s strategy to be well suited to market volatility, due to its
balanced mix of companies across sectors and stages, experienced investment
team and network of high‑quality non-executives.
Loopr Ltd
In February 2025, the Company made a £1.5 million follow‑on investment into
Loopr Ltd (trading as “Looper Insights”), a company providing data
analytics to content distributors and video-on-demand streaming services. The
investment will support the company’s next phase of product development and
continue the rollout to new and existing customers internationally, including
regulators, multinationals and local media outlets.
Fourth Wall Creative Limited
Post year end, the Company invested a further £0.7 million into Fourth Wall
Creative Limited to support the continued growth of the business. For further
details on Fourth Wall Creative Limited, please see page 24 in the Annual
Report.
Evolve Dynamics Limited
In March 2025, the Company completed a £0.6 million follow-on investment into
Evolve Dynamics Limited (“Evolve”). The investment will support the
company’s working capital, research and development initiatives as the
business continues to target both private and public sector contracts. Evolve
develops and manufactures Unmanned Aircraft Systems (“UAS”) and since
investment, it has developed and begun to commercialise two new systems.
Ten Health & Fitness Limited
In March 2025, the Company completed a £0.6 million follow‑on investment
into Ten Health, alongside a £0.2 million co-investment from senior
management. This funding will primarily be used to launch a new franchise
model to generate scale at pace and enable Ten Health to open a presence in
locations across the UK, specifically beyond London, and internationally.
Ad Signal Limited
In March 2025, the Company completed a £1.5 million investment into Ad Signal
Limited, a provider of content management platforms for the media and
entertainment industry. The company’s founder has strong technical skills
and significant experience in developing content management solutions. He is
supported by a strong executive team, with an experienced Non-Executive Chair
due to join imminently. The investment will enable the company to develop
further tools to support its customers and add further blue chip clients.
NorthWest EHealth Limited
In April 2025, the Company completed a £0.3 million investment into NWEH. For
further details on NWEH, please see page 29 in the Annual Report.
Rovco Limited
In March 2025, Rovco’s anticipated Series C funding round fell through,
leaving the company in a challenging situation and in need of further capital.
Hospital Services Group Limited
In February 2025, the Company completed the sale of Hospital Services Group
Limited (“HSL”), a provider of high-quality healthcare equipment and
consumables. The transaction generated proceeds of £9.3 million at completion
with potential for a further up to £0.4 million over the coming years,
implying a return and IRR of up to 8.4 times the original investment and 25.7%
respectively. HSL provides equipment to a growing number of customers on both
sides of the Irish Sea, with over 500 medical facilities supported in 2024.
Since investment, HSL has seen strong organic growth and has made eight
strategic bolt-on acquisitions, most notably in Ireland. The exit is
reflective of Foresight’s commitment to supporting sustainable growth, as
well as its continued success in the Healthcare sector.
Biotherapy Services Limited
In March 2025, the Company exited its holding in Biotherapy Services Limited
(“BTS”) for a nominal value to management. Despite promising early
clinical results, BTS struggled to complete its Phase IIB trial of its RAPID
gel product within its funding runway. The trial was significantly hampered by
COVID-19, with diabetic trial participants needing to shield. BTS has recently
published its data and analysis. If the business is sold in the medium term,
the Company will receive deferred consideration. BTS was fully written off in
December 2022.
Key portfolio developments
Material changes in valuation, defined as increasing or decreasing by £1.0
million or more since 31 December 2023, are detailed below. Updates on these
companies are included below, in the Post-year end activity section on pages
20 and 21 in the Annual Report, or in the Top Ten Investments section on
pages 26 to 30 in the Annual Report.
Key valuation changes in the year
Net movement
Company Valuation methodology (£)
Hexarad Group Limited Price of last funding round 2,541,529
TLS Holdco Limited Net assets 2,353,300
Hospital Services Group Limited Sales proceeds 1,805,815
Red Flag Alert Technology Group Limited Price of last funding round 1,219,449
Aerospace Tooling Corporation Limited Discounted revenue multiple (1,879,091)
NorthWest EHealth Limited Discounted revenue multiple (1,990,441)
Aerospace Tooling Corporation Limited
Aerospace Tooling Corporation Limited (“ATL”) provides specialist
inspection, maintenance, repair and overhaul (“MRO”) services for
components in high-specification aerospace and industrial turbine engines. A
core focus for ATL is in “legacy” components and engines that are still in
widespread use but have ceased production and do not have easily available
spare parts. The company also provides services on a wide range of “in
production” turbines, providing a cost‑effective alternative to expensive
replacement parts.
31 December 2024 update
During 2024 ATL incurred a significant increase in both direct overheads and
utilities which, due to the timing of existing price frameworks, were not
absorbed by existing customers. A cost reduction exercise is underway which
will provide a pathway back to profitable growth. We remain supportive of the
business as it grows its existing customer base whilst continuing to build new
customer relationships through the expansion of its services.
Outlook
2024 was a year of lower volatility and measured recovery following the
turmoil of previous years. Inflation returned to more normalised levels, with
the consumer price index (“CPI”) rising by 2.5% in the year. This led to
cuts in the base rate to 4.75% in 2024 and further to 4.5% post year end.
Overall, UK GDP growth was 1% in 2024, which was sluggish by global standards.
While the UK performance was broadly in line with Europe, it lags the OECD
average of 3.2%. Other advanced economies enjoyed stronger performance,
notably the US. Indexes such as the S&P 500 performed strongly, delivering 25%
growth in 2024. 2024 saw half of the world’s population eligible to vote in
general elections, resulting in changes in government for many countries, and
a rise in populism in Europe, the US and other territories. This, coupled with
the continuing conflicts in Ukraine and the Middle East, gave rise to market
volatility throughout the year.
There is room for some optimism however, as the UK continues to be a global
leader in key sectors such as Technology, Life Sciences and Financial
Services. Further, the new Government has put “growth” firmly on
the agenda, suggesting further investment in sectors such as technology and
renewables, although public finances are notably tight. There is a strong and
established network of support for growing young companies, and world‑class
universities continue to nurture exciting spin‑outs. Multinationals continue
to see the UK as an attractive place to invest and grow their businesses, and
the anticipated increase in the capital gains tax rate did not materialise.
The strength of the US technology and finance sectors in recent years has made
UK valuations seem relatively low by comparison, offering attractive
opportunities for sale to international buyers. M&A also remains firmly on the
agenda for corporates seeking to grow their businesses and the mid‑market
private equity market remains highly liquid and active. We therefore
anticipate further profitable exits in the years to come.
The Company has performed well in the year, achieving a 6.6% increase in NAV
Total Return for Shareholders. The exit of Crosstown at a lower valuation
demonstrates the weaker consumer confidence that has characterised recent
years. However, the exits of Callen-Lenz and Specac, to a mix of trade and PE
acquirors, demonstrate that attractive valuations can be achieved for
businesses that are performing well. These exits contributed to the
Company’s total dividends of 15.4p per share for the year, delivering an
attractive dividend yield of 30.5% and exceeding the Company’s target. The
Company retains a portfolio that is well balanced across sectors and stages,
with some companies delivering strong profitability whilst other
earlier‑stage investments continue to display strong growth. Our cautious
approach to taking on leverage has protected many portfolio companies from the
impact of concerns surrounding rising interest rates, which are expected to
remain relatively high.
It was anticipated that 2025 would see the UK economy grow more rapidly
however the macroeconomic outlook has since worsened. Interest rates are
expected to reduce further in 2025; however, in the medium term, the base rate
is considered unlikely to return to the low levels of the last 15 years. This
means that the cost of debt for businesses and consumers is likely to remain
relatively high by recent standards. We continue to monitor an emerging
international trade war and ensuing potential supply chain disruptions.
We are pleased with the performance in the year, with the Company navigating
the economic and geopolitical uncertainty well. The Company’s strong
performance has improved its position in the VCT market, which is an
increasingly attractive and visible source of capital for the UK’s ambitious
entrepreneurs. The portfolio remains diversified and resilient to
macroeconomic headwinds, supported by a collaborative, hands-on approach from
Foresight.
James Livingston
on behalf of Foresight Group LLP
Co-Head of Private Equity
23 April 2025
STATEMENT OF COMPREHENSIVE INCOME
For the year ended 31 December 2024
Year ended 31 December 2024 Year ended 31 December 2023
Revenue Capital Total Revenue Capital Total
£’000 £’000 £’000 £’000 £’000 £’000
Realised gains on investments — 28,500 28,500 — 5,366 5,366
Investment holding (losses)/gains — (14,006) (14,006) — 6,405 6,405
Income 3,249 — 3,249 2,683 — 2,683
Investment management fees (888) (4,629) (5,517) (759) (3,845) (4,604)
Other expenses (817) — (817) (790) — (790)
Return on ordinary activities before taxation 1,544 9,865 11,409 1,134 7,926 9,060
Taxation (345) 345 — (225) 225 —
Return on ordinary activities after taxation 1,199 10,210 11,409 909 8,151 9,060
Return per share 0.4p 3.8p 4.2p 0.4p 3.5p 3.9p
The total columns of this statement are the profit and loss account of the
Company and the revenue and capital columns represent supplementary
information.
All revenue and capital items in the above Statement of Comprehensive Income
are derived from continuing operations. No operations were acquired or
discontinued in the year.
The Company has no recognised gains or losses other than those shown above,
therefore no separate statement of total comprehensive income has been
presented.
The Company has only one class of business and one reportable segment, the
results of which are set out in the Statement of Comprehensive Income and
Balance Sheet.
There are no potentially dilutive capital instruments in issue and, therefore,
no diluted earnings per share figures are relevant. The basic and diluted
earnings per share are, therefore, identical.
The notes on pages 87 to 103 in the Annual Report form part of these financial
statements.
RECONCILIATION OF MOVEMENTS IN SHAREHOLDERS’ FUNDS
Share Capital
Called-up premium redemption Distributable Capital Revaluation
share capital account reserve reserve (1) reserve (1) reserve Total
Year ended 31 December 2024 £’000 £’000 £’000 £’000 £’000 £’000 £’000
As at 1 January 2024 2,567 102,801 679 44,046 (31,047) 49,430 168,476
Share issues in the year (2) 586 33,791 — — — — 34,377
Expenses in relation to share issues (3) — (1,132) — — — — (1,132)
Repurchase of shares (165) — 165 (9,399) — — (9,399)
Realised gains on disposal of investments — — — — 28,500 — 28,500
Investment holding losses — — — — — (14,006) (14,006)
Dividends paid — — — (40,887) — — (40,887)
Cancellation of share premium — (102,801) (680) 103,481 — — —
Management fees charged to capital — — — — (4,629) — (4,629)
Revenue return for the year before taxation — — — 1,544 — — 1,544
Taxation for the year — — — (345) 345 — —
As at 31 December 2024 2,988 32,659 164 98,440 (6,831) 35,424 162,844
1. Distributable reserve accounts at 31 December 2024 total £91,609,000
(2023: £12,999,000). Share premium cancelled during the year included amounts
arising on share allotments less than three years old, which comprise
protected capital under VCT regulations. Amounts available for distribution
at 31 December 2024 are therefore £41,673,000 (2023: £12,999,000). The
remaining cancelled share premium will become distributable on the third
anniversary of the share allotment on which it arose.
2. Includes the dividend reinvestment scheme.
3. Expenses in relation to share issues includes trail commission for prior
years’ fundraising.
The notes on pages 87 to 103 in the Annual Report form part of these financial
statements.
Share Capital
Called-up premium redemption Distributable Capital Revaluation
share capital account reserve reserve (1) reserve (1) reserve Total
Year ended 31 December 2023 £’000 £’000 £’000 £’000 £’000 £’000 £’000
As at 1 January 2023 2,133 68,203 573 57,309 (32,793) 43,025 138,450
Share issues in the year (2) 540 36,127 — — — — 36,667
Expenses in relation to share issues (3) — (1,529) — — — — (1,529)
Repurchase of shares (106) — 106 (6,480) — — (6,480)
Realised gains on disposal of investments — — — — 5,366 — 5,366
Investment holding gains — — — — — 6,405 6,405
Dividends paid — — — (7,692) — — (7,692)
Management fees charged to capital — — — — (3,845) — (3,845)
Revenue return for the year before taxation — — — 1,134 — — 1,134
Taxation for the year — — — (225) 225 — —
As at 31 December 2023 2,567 102,801 679 44,046 (31,047) 49,430 168,476
1. Reserve is available for distribution; total distributable reserves at 31
December 2023 total £12,999,000 (2022: £24,516,000).
2. Includes the dividend reinvestment scheme.
3. Expenses in relation to share issues includes trail commission for prior
years’ fundraising.
The notes on pages 87 to 103 in the Annual Report form part of these financial
statements.
BALANCE SHEET
At 31 December 2024
As at As at
31 December 31 December
2024 2023
£’000 £’000
Fixed assets
Investments held at fair value through profit or loss 109,110 119,587
Current assets
Debtors 3,206 2,726
Cash and cash equivalents 50,859 47,843
54,065 50,569
Creditors
Amounts falling due within one year (331) (1,680)
Net current assets 53,734 48,889
Net assets 162,844 168,476
Capital and reserves
Called-up share capital 2,988 2,567
Share premium account 32,659 102,801
Capital redemption reserve 164 679
Distributable reserve 98,440 44,046
Capital reserve (6,831) (31,047)
Revaluation reserve 35,424 49,430
Equity Shareholders’ funds 162,844 168,476
Net Asset Value per share 54.5p 65.6p
The financial statements were approved by the Board of Directors and
authorised for issue on 23 April 2025 and were signed on its behalf by:
Michael Gray
Chair
Registered number: 03506579
The notes on pages 87 to 103 in the Annual Report form part of these financial
statements.
CASH FLOW STATEMENT
For the year ended 31 December 2024
Year ended Year ended
31 December 31 December
2024 2023
£’000 £’000
Cash flow from operating activities
Loan interest received from investments 932 1,238
Dividends received from investments 165 175
Other income received from investments — 71
Deposit and similar interest received 2,174 1,190
Investment management fees paid (3,483) (3,029)
Performance incentive fee paid (3,079) (734)
Secretarial fees paid (207) (197)
Other cash payments (591) (549)
Net cash outflow from operating activities (4,089) (1,835)
Cash flow from investing activities
Purchase of investments (14,444) (17,652)
Proceeds on sale of investments 34,611 20,572
Proceeds on deferred consideration 4,257 669
Net cash inflow from investing activities 24,424 3,589
Cash flow from financing activities
Proceeds of fundraising 28,787 34,910
Expenses of fundraising (856) (474)
Repurchase of own shares (9,418) (6,504)
Equity dividends paid (35,832) (6,657)
Net cash (outflow)/inflow from financing activities (17,319) 21,275
Net inflow of cash for the year 3,016 23,029
Reconciliation of net cash flow to movement in net funds
Increase in cash and cash equivalents for the year 3,016 23,029
Net cash and cash equivalents at start of year 47,843 24,814
Net cash and cash equivalents at end of year 50,859 47,843
The notes on pages 87 to 103 in the Annual Report form part of these financial
statements.
Notes
1 These are not statutory accounts in accordance with S436 of the Companies
Act 2006. The full audited accounts for the year ended 31 December 2024, which
were unqualified and did not contain statements under S498(2) of the Companies
Act 2006 or S498(3) of the Companies Act 2006, will be lodged with the
Registrar of Companies. Statutory accounts for the year ended 31 December 2024
including an unqualified audit report and containing no statements under the
Companies Act 2006 will be delivered to the Registrar of Companies in due
course.
2 The audited Annual Financial Report has been prepared on the basis of
accounting policies set out in the statutory accounts of the Company for the
year ended 31 December 2024. All investments held by the Company are
classified as ‘fair value through the profit and loss’. Unquoted
investments have been valued in accordance with IPEV guidelines. Quoted
investments are stated at bid prices in accordance with the IPEV guidelines
and Generally Accepted Accounting Practice.
3 Copies of the Annual Report will be sent to shareholders and can be accessed
on the following website: www.foresightenterprisevct.com
4 Net Asset Value per share
The Net Asset Value per share is based on net assets at the end of the year
and on the number of shares in issue at that date.
31 December 31 December
2024 2023
Net assets £162,844,000 £168,476,000
No. of shares at year end 298,828,254 256,728,468
Net Asset Value per share 54.5p 65.6p
5 Return per share
Year ended Year ended
31 December 31 December
2024 2023
£’000 £’000
Total return after taxation 11,409 9,060
Total return per share (note a) 4.2p 3.9p
Revenue return from ordinary activities after taxation 1,199 909
Revenue return per share (note b) 0.4p 0.4p
Capital return from ordinary activities after taxation 10,210 8,151
Capital return per share (note c) 3.8p 3.5p
Weighted average number of shares in issue in the year (note d) 271,803,550 230,692,970
Notes:
a) Total return per share is total return after taxation divided by the
weighted average number of shares in issue during the year.
b) Revenue return per share is revenue return after taxation divided by the
weighted average number of shares in issue during the year.
c) Capital return per share is capital return after taxation divided by the
weighted average number of shares in issue during the year.
d) The weighted average number of shares is calculated by taking the number of
shares issued and bought back during the year, multiplying each by the
percentage of the year for which that share number applies and then totalling
with the number of shares in issue at the beginning of the year.
6 Annual General Meeting
The Annual General Meeting of the Company will be held at the offices of
Foresight Group LLP, The Shard, 32 London Bridge Street, SE1 9SG on 10 June
2025 at 1.00pm. Details will be published on both the Company’s and the
Manager’s website at www.foresightenterprisevct.com.
7 Income
Year ended Year ended
31 December 31 December
2024 2023
£’000 £’000
Deposit and similar interest received 2,174 1,190
Loan stock interest 910 1,247
Dividends receivable 165 175
Other income — 71
3,249 2,683
8 Investments held at fair value through profit or loss
31 December 31 December
2024 2023
£’000 £’000
Unquoted investments 109,110 119,587
£’000
Book cost at 1 January 2024 72,698
Investment holding gains 46,889
Valuation at 1 January 2024 119,587
Movements in the year:
Purchases at cost 14,444
Disposal proceeds (1) (34,611)
Realised gains (2) 24,243
Investment holding losses (3) (14,553)
Valuation at 31 December 2024 109,110
Book cost at 31 December 2024 76,774
Investment holding gains 32,336
Valuation at 31 December 2024 109,110
1. The Company received £34,611,000 from the disposal of investments during
the year. The book cost of these investments when they were purchased was
£10,368,000. These investments have been revalued over time and until they
were sold, any unrealised gains or losses were included in the fair value of
the investments.
2. Realised gains in the Statement of Comprehensive Income include deferred
consideration receipts from Callen-Lenz Associates Limited (£2,568,000),
Datapath Group Limited (£1,167,000), Codeplay Software Limited (£478,000),
Ixaris Systems Limited (£23,000), So-Sure Limited (£11,000) and Mologic Ltd
(£10,000).
3. Investment holding losses in the Statement of Comprehensive Income include
the deferred consideration debtor increase of £547,000. The debtor movement
reflects the recognition of amounts receivable from Callen-Lenz Associates
Limited (£1,417,000), Specac International Limited (£704,000) and Hospital
Services Group Limited (£183,000) offset by receipts from Datapath Group
Limited (£1,167,000), Codeplay Software Limited (£463,000), Ixaris Systems
Limited (£23,000) and Mologic Ltd (£10,000) and provisions made against the
balances due from Mologic Ltd (£52,000), FFX Group Limited (£36,000) and
Ixaris Systems Limited (£6,000).
9 Related party transactions
No Director has an interest in any material contract to which the Company is a
party other than their appointment and remuneration as Directors. Please refer
to page 71 of the Annual Report for the Directors’ remuneration tables.
10 Transactions with the Manager
Foresight Group LLP earned fees of £3,553,000 in the year ended 31 December
2024 (2023: £3,035,000). Additionally, a performance fee of £3,079,000 was
paid in the year (2023: £734,000), and a liability of £nil has been
recognised as at 31 December 2024 (2023: £1,115,000).
Foresight Group LLP is the Company Secretary and received accounting and
company secretarial services fees of £207,000 during the year (2023:
£197,000). Foresight Promoter LLP, a related party to the Manager, earned
fees of £554,000 (2023: £770,000) in respect of costs incurred related to
share allotments in the year.
As at 31 December 2024, the amount due to Foresight Group LLP was £34,000
(2023: £8,000).
No amounts have been written off in the year in respect of debts due to or
from the Manager.
A copy of the Annual Report and Accounts will be submitted to the National
Storage Mechanism in accordance with UK Listing Rules (“UKLR”)11.4.1 /
UKLR 6.4.1 and UKLR 6.4.3.
END
For further information, please contact:
Company Secretary
Foresight Group LLP
Contact: Gary Fraser Tel: 0203 667 8100
Investor Relations
Foresight Group LLP
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