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MIG3 — Maven Income and Growth VCT 3 News Story

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Maven IncGwth VCT 3 - Half-year Report

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RNS Number : 2769U  Maven Income and Growth VCT 3 PLC  29 July 2022

Maven Income and Growth VCT 3 PLC

 

Interim Results for the Six Months Ended 31 May 2022

 

Highlights

 

•      NAV total return at 31 May 2022 of 151.20p per share

 

•      NAV at 31 May 2022 of 57.28p per share, after payment of
dividends totalling 3.50p per share during the period

 

•      Interim dividend of 1.25p per share declared

 

•      Offer for Subscription closed raising £16 million, with a new
share issue to be launched during Autumn 2022

 

•      Four new private companies added to the portfolio, with a
further three completed after the period end

 

•      Five profitable private company realisations completed during
the period, including the exit from Quorum Cyber, which achieved a total
return of 6.5x cost over the life of the investment

 

Overview

 

Notwithstanding inflationary pressures and the economic uncertainty resulting
from the crisis in Ukraine, your Company has made positive progress during the
first half of the financial year. Whilst the majority of the companies within
the portfolio have continued to deliver revenue growth and achieve commercial
milestones, NAV total return at the period end has reduced modestly compared
to the position at the previous year end. This reflects the volatility within
listed markets, which has impacted the value of your Company's AIM quoted
portfolio. Across the unlisted portfolio there are a growing number of earlier
stage companies that are delivering their commercial objectives and achieving
scale, which has resulted in uplifts to certain valuations. This has also been
a very busy period for realisations, with a number of investee companies
attracting acquisition interest from domestic and international buyers. In
addition to the exit from Quorum Cyber, which generated a total return of 6.5x
cost, a further four profitable private company realisations also completed.
In recognition of this exit activity, and the commitment to make regular
tax-free distributions, an interim dividend of 1.25p per share has been
declared for payment to Shareholders in August 2022.

 

During the reporting period, the impact of the pandemic has gradually receded,
enabling most global economies to re-open, with activity initially recovering
in response to pent up demand. However, the invasion of Ukraine has had a
destabilising impact on economic growth, with financial markets and commodity
prices expected to remain volatile. Furthermore, as global prices,
particularly energy costs, continue to rise, high inflation is likely to
remain a persistent feature and within the UK the impact of the cost-of-living
crisis is still to take full effect. It is, however, worthwhile noting that
your Company maintains a low level of direct exposure to consumer facing
sectors such as travel, retail, leisure and hospitality, with the investment
strategy focused primarily on defensive areas such as software, cybersecurity,
data analytics and healthcare, where investee companies with exposure to these
sectors have continued to report good growth. This approach to portfolio
composition should provide a degree of insulation against the wider
inflationary pressures. It is also important to note that, as a result of the
considered approach taken by Maven in structuring new investments, the level
of external debt across the portfolio is low, which mitigates the risk of
further near term interest rate rises. The Manager will continue to monitor
the impact of the economic situation on your Company's investment strategy and
will maintain a regular dialogue with investee companies, offering assistance
with any specific issues that may arise.

 

Against this backdrop, your Company has made further strategic progress.
Following the successful fund raising, which closed at the end of May 2022
having raised £16 million, net asset value at the period end increased to
£58 million. The new capital provides your Company with sufficient liquidity
to enable it to continue to expand and develop the portfolio in line with the
objective of building a large and sectorally diversified portfolio of private
and AIM quoted companies, which have the potential to achieve scale and
generate a capital gain on exit. Throughout the period, the Manager has
continued to see good levels of demand for equity investment from ambitious,
growth focused businesses across all of its regional offices. In addition to
the four new private company holdings added to the portfolio during the
period, there is a strong pipeline of potential investments, across a wide
range of sectors, at various stages of due diligence and legal process, which
should result in a healthy rate of new investment activity during the second
half of the financial year. Maven retains a selective approach to investment
and continues to favour companies that operate in defensive or counter
cyclical sectors and will generally only invest where meaningful commercial
traction and strong revenue growth can be demonstrated. This is often measured
in terms of contracted annual recurring revenue (ARR), which provides a degree
of visibility on the growth trajectory and, given its recurring nature, can
provide some protection during a period of economic instability. It is
encouraging to report that many of the earlier stage private companies have
continued to deliver sustained revenue growth during the period under review
which, in certain cases, has merited an uplift in valuation to reflect the
progress that has been achieved.

 

Over recent years, as part of the broader investment strategy, your Company
has been gradually increasing its exposure to AIM with the objective of
constructing a diversified portfolio that is balanced between earlier stage
private companies, more mature unlisted holdings and AIM quoted companies. The
Manager believes that selective exposure to AIM provides access to a wider
range of growth companies, often with more favourable liquidity
characteristics, that can provide exposure to dynamic and complementary
sectors such as new battery technology, renewable energy, biotech or medtech.
Notwithstanding the current market volatility, the Manager continues to see
good long term growth potential. Whilst most of the AIM portfolio holdings
have continued to issue reassuring market announcements during the reporting
period, the overall performance of this portfolio has been impacted by the
general volatility that has affected financial markets since the turn of the
year.

 

During the period, five profitable private company exits completed, including
the most significant exit to date from the early stage portfolio with the sale
of Quorum Cyber, which achieved a 6.5x money multiple return inclusive of a
retained minority holding. The Manager is encouraged by the level of external
interest in the unlisted portfolio, where a number of companies have received
approaches from potential buyers that recognise the strategic value within
these businesses. As the early stage portfolio matures, the Manager is gaining
greater clarity on the holdings that have the potential to drive future growth
in Shareholder value. Conversely, there are a small number of cases where the
Manager has elected to seek an exit earlier than anticipated as the necessary
scale was unlikely to be achieved.

 

During the period under review, your Company completed three investments in
companies that have particularly strong environmental, social and governance
(ESG) credentials, and which are demonstrating good growth in new and
expanding markets. Liftango, which has developed a technology platform to
improve the efficiency of on-demand transport such as corporate buses and
carpooling, in order to reduce carbon footprint and congestion; Pura, which
has developed a range of eco-friendly baby nappies and wipes that are
completely plastic free and biodegradable, as well as being accredited by
Allergy UK and the British Skin Foundation; and iPac a designer and
manufacturer of bespoke sustainable plastic packaging for the UK food sector.
ESG considerations are becoming an increasingly important feature of
investment and can also be key for potential future acquirers. Further details
on the Manager's approach to ESG can be found under Environmental, Social and
Governance (ESG).

 

Interim Dividend

 

Following the recent exit activity, in respect of the year ending 30 November
2022, an interim dividend of 1.25p per share will be paid on 26 August 2022 to
Shareholders on the register as at 29 July 2022. Since the Company's launch,
and after receipt of this interim dividend, 95.17p per share will have been
distributed in tax-free dividends. It should be noted that payment of a
dividend reduces the NAV of the Company by the total cost of the distribution.

 

Dividend Policy

 

As Shareholders will be aware from recent Annual and Interim Reports,
decisions on distributions take into consideration a number of factors,
including the realisation of capital gains, the adequacy of distributable
reserves, the availability of surplus revenue and the VCT qualifying level,
all of which are kept under close and regular review.

 

The Board and the Manager recognise the importance of tax-free distributions
to Shareholders and, subject to the considerations outlined above, will seek,
as a guide, to pay an annual dividend that represents 5% of the NAV per share
at the immediately preceding year end.

 

The Directors would like to remind Shareholders that, as the portfolio
continues to expand and a greater proportion of holdings are invested in
younger companies, the timing of distributions will be more closely linked to
realisation activity, whilst also reflecting the Company's requirement to
maintain its VCT qualifying level. If larger distributions are required as a
consequence of significant exits, this will result in a corresponding
reduction in NAV per share. However, the Board and the Manager consider this
to be a tax efficient means of returning value to Shareholders, whilst
ensuring ongoing compliance with the VCT legislation.

 

Dividend Investment Scheme (DIS)

 

Your Company operates a DIS, through which Shareholders can, at any time,
elect to have their dividend payments utilised to subscribe for new Ordinary
Shares issued by the Company under the standing authority requested from
Shareholders at Annual General Meetings. Shares issued under the DIS should
qualify for VCT tax relief applicable for the tax year in which they are
allotted, subject to an individual Shareholder's particular circumstances.

 

Shareholders can elect to participate in the DIS in respect of future
dividends, including the interim dividend that is due to be paid on 26 August
2022, by completing a DIS mandate, which must be received by the Registrar
(The City Partnership) before 12 August 2022, this being the next dividend
election date. The mandate form, terms & conditions and full details of
the scheme (including tax considerations) are available from the Company's
website at: mavencp.com/migvct3. Election to participate in the DIS can also
be made through the Registrar's online investor hub at:
maven-cp.cityhub.uk.com.

 

 

If a Shareholder is in any doubt about the merits of participating in the DIS,
or their own tax status, they should seek advice from a suitably qualified
adviser.

 

Joint Offers for Subscription

 

On 20 September 2021, your Company, alongside Maven Income and Growth VCT 4
PLC, launched joint Offers for Subscription for new Ordinary Shares, for up to
£20 million in aggregate (£10 million for each company) with a combined
over-allotment facility of up to £20 million in aggregate (£10 million for
each company). Your Company's Offer closed on 27 May 2022 raising a total of
£16 million for the 2021/22 and 2022/23 tax years.

 

With respect to the 2021/22 tax year, there were three allotments of new
Ordinary Shares. An allotment of 13,603,037 completed on 4 February 2022, with
a further allotment of 4,314,618 new Ordinary Shares completing on 23 March
2022 and a final allotment of 4,767,002 new Ordinary Shares completing on 5
April 2022. An allotment of 2,938,136 new Ordinary Shares for the 2022/23 tax
year completed on 6 June 2022.

 

This additional liquidity will enable your Company to continue to expand its
portfolio by investing in ambitious, growth focused businesses that operate
across a broad range of market sectors, and which have the potential to
generate a capital gain on exit. It will also ensure that existing portfolio
companies can continue to be supported through follow- on funding where there
is an ongoing business case that merits further investment. The funds raised
will also allow your Company to maintain its share buy-back policy, whilst
also spreading costs over a wider asset base, in line with the objective of
maintaining a competitive total expense ratio for the benefit of all
Shareholders.

 

Further to the announcement of 8 July 2022, the Directors have elected to
launch a new Offer in Autumn 2022, which will run alongside Offers by the
three other Maven managed VCTs. Full details of the Offers will be included in
the forthcoming Prospectus.

 

Portfolio Developments

 

Integrated drug discovery service provider BioAscent Discovery continues to
make encouraging progress across all business lines and is maintaining the
impressive growth rate achieved during the previous period. Since the Maven
VCTs first invested in 2018, the business has averaged a year-on-year growth
rate of 120% in its integrated discovery projects, alongside 40% annualised
growth for its more established compound storage and management services. It
was also named top performing outsourcer for the second year running, and
second place overall, in the Alantra Pharma Fast 50, which ranks the UK's
fastest growing privately owned pharma and pharma service companies. The near
term strategic objective is to expand internationally, and positive
discussions are progressing with several prospective clients in North America
and Europe. During the pandemic, BioAscent worked as part of a consortium, led
by the University of Glasgow, to establish a national COVID-19 testing
facility for high-throughput clinical testing. It is pleasing to note that the
consortium (Lighthouse Laboratory) was recently awarded the Knowledge
Exchange/Transfer Initiative of the Year at the Times Higher Education (THE)
Awards 2021.

 

During the period under review, Bright Network has continued to make good
commercial progress and is trading ahead of plan. The business, which utilises
a powerful technology database to provide a membership network that enables UK
based university undergraduates and recent graduates to connect with leading
employers, has built a strong market position. Bright Network offers a
comprehensive range of services, including providing advice and support to
assist members through their job or internship search process, as well as
bespoke in-person networking events. The platform currently has over 600,000
members, with diversity and inclusion being actively monitored and promoted.
The business works with over 300 partner firms, including Amazon, Bloomberg,
Clifford Chance, Dyson, Google and Vodafone, and the platform is endorsed by
organisations such as the CBI, the Department for Work & Pensions and the
Institute of Student Employers. Over the coming year, Bright Network will
focus on expanding its market position and enhancing its services, with a view
to entering specific overseas territories.

 

Fintech specialist Delio has made encouraging commercial progress, and
continues to grow its customer base and increase ARR. The business, which is
based in Cardiff, designs and develops digital private asset infrastructures
for global financial institutions, such as angel networks, family offices and
wealth managers, with a growing current client base that includes Barclays,
Coutts, Rabobank and the UK Business Angels Association. Its white label
platform provides a secure, compliant and efficient system for connecting
investors and capital with private market investment opportunities. The
business currently has over £26 billion of live deals on its platform and has
added further new clients, which has generated further growth in ARR. In
February 2022, Delio secured significant additional investment from another
institutional investor, with the Maven VCTs also participating. The funding is
being used to accelerate product innovation and to help establish a business
presence in the US, which is regarded as a key growth market.

 

During the reporting period, analytical software provider e.fundamentals has
continued to make positive commercial progress, delivering further growth in
ARR and expanding its client base. The business, which provides digital shelf
analytics to major consumer packaged goods brands, helps clients to measure
and optimise their ecommerce performance to ensure that they maximise an
online listing. Over the past two years, e.fundamentals has experienced rapid
growth, consistent with the acceleration in online grocery and household
shopping during the pandemic, which has resulted in a 600% increase in ARR.
e.fundamentals continues to add clients and has established a credible list
that includes well known brands such as Arla, Kellogg's, Mars, PepsiCo, Royal
Canin and Vodafone.

 

Horizon Ceremonies has delivered strong operational and strategic progress
since your Company first invested in 2017 and now has a portfolio of three
operational crematoria. Trading at the original site in the Clyde Coast and
Garnock Valley remains strong and ahead of plan. The second crematorium, in
Cannock, Staffordshire, has traded ahead of plan since opening in April 2021,
and the management team is working with local funeral directors and
undertakers to increase awareness of the service provided. The third
crematorium, in the suburbs of Glasgow, opened in mid- December 2021 and is
also trading well. There are two further sites in the near term pipeline. The
planning appeal process at Oxted in Surrey is ongoing and a planning
application at Hooton, near Chester, has been submitted. The medium term
strategic objective remains to build a portfolio of modern, technologically
advanced crematoria that meet the best environmental standards whilst offering
a compassionate service for families, and to sell the business to a trade,
private equity or infrastructure acquirer when all sites reach maturity.

 

Since first investment, HR technology platform provider HiveHR has made good
commercial progress and has achieved significant growth in ARR through the
rapid addition of new clients. Employee engagement is becoming an increasingly
important component of effective management within any organisation. HiveHR's
cloud-base SaaS solution offers a comprehensive range of tools and resources
that help employers to collate and analyse employee feedback in real time, to
enable them to better understand employee concerns or suggestions, and to
implement company-wide policy updates or broader change initiatives. HiveHR
now has over 170,000 live users, and its clients include Evri, Financial
Services Compensation Scheme, Tarmac and Travelodge, as well as a number of
universities, housing associations, charities and local authorities. HiveHR is
well positioned in a high growth sector and the focus for the year ahead will
be to continue to expand the business and accelerate growth in ARR.

 

Marketing technology provider Nano Interactive continues to trade ahead of
plan and is delivering against all key performance metrics. The business has
established a strong position in the "intent targeting" market, where it uses
its proprietary technology to assess multiple intent signals, such as online
search history. This analysis enables clients to place adverts in real time,
targeting customers that have indicated an interest in a product or service,
and helps them enhance the effectiveness of digital advertising campaigns.
Importantly, Nano's platform achieves this in an identity-free way, without
the use of third party cookies or email addresses, thereby respecting the
privacy of online users. The business has made significant progress over the
past year and has an extensive client list that includes household names such
as Mars, McDonalds, Microsoft, Pets at Home and Vodafone. During 2021, Nano
also helped the UK Government to achieve targeted messaging with its COVID-19
communication strategy. Nano is well positioned to achieve further scale and
the near term strategic objective is to develop its presence in the US, which
should help drive further revenue growth.

 

Language analytics software specialist Relative Insight has maintained an
impressive growth rate, increasing ARR and extending its client base. During
the period under review, the business secured series B funding from another
institutional investor, which provides additional capital to accelerate the
growth plan. The business has experienced strong demand for its AI-powered
advanced linguistics technology platform, which enables clients to analyse any
source of text data and then create content that is designed to appeal to a
specific audience to increase the effectiveness of advertising and marketing
campaigns. The software solution has been adopted by numerous blue chip names
such as Amazon, John Lewis, Nespresso and Sky, alongside large marketing and
advertising agencies. Following the recent fund raising, the business is
capitalised to deliver further growth and has the medium term objective of
establishing a presence in the US.

 

During the period, Rockar, a developer of a disruptive digital platform for
buying new and used cars, has continued to grow its market presence and build
commercial relationships with global car manufacturers and national dealership
groups that are keen to develop a digital alternative to replace or complement
the traditional showroom model. Following the demerger of the retail business
in May 2021, the business is now focused exclusively on developing and
expanding its technology platform and is currently working on projects with
manufacturers such as BMW and Jaguar Land Rover, and is progressing
discussions with several others. Over the past year, there has been a rapid
acceleration in the move to digitise the automotive market, which has been one
of the few remaining major retail sectors to fully embrace a technological
solution. There are now a number of high profile companies operating in this
space and Rockar remains at the forefront in terms of its technological
capabilities and sector experience.

 

Whilst the majority of companies within the portfolio have made encouraging
progress in the year to date, there are a small number that have not achieved
commercial objectives and where the value of the holding has been written
down. Speciality industrial services provider Cat Tech experienced a
particularly challenging operating environment during the pandemic, as
international travel restrictions prevented the completion of scheduled
maintenance programmes in its overseas territories. Whilst Cat Tech provides
highly specialist services that are a health and safety requirement, the
ongoing travel disruption, coupled with deferred shutdowns at key client
sites, has resulted in the scheduled programme of works being delayed. Trading
in the current year is expected to be below budget and a provision has been
taken against the value of the holding. In addition, a full write down has
been taken against the value of the holding in Boiler Plan, which experienced
challenging trading during the pandemic and has subsequently failed to deliver
its business plan.

 

Liquidity Management

 

The Board and the Manager continue to operate an active liquidity management
policy, with the objective of generating income from cash resources held prior
to investment. The Manager has constructed a focused portfolio of listed
investment trust holdings and will continue to consider any other permitted
investment options that have the potential to meet this objective.

 

New Investments

 

During the period, four new VCT qualifying private companies were added to the
portfolio:

 

•      CYSIAM is a provider of cybersecurity and incident response
services to a broad range of public and private sector clients. The company
provides specialist advice and bespoke training, and also offers a wraparound
managed service solution for clients seeking to fully outsource their
cybersecurity function. The founders have significant experience of critical
defence and national security environments, both in the UK and overseas, and a
deep understanding and personal insight into this rapidly expanding speciality
market. The VCT funding is being used to support the business as it launches a
sales and marketing campaign to raise the corporate profile, as well as
providing capital to progress further product development.

 

•      iPac is an established designer and manufacturer of bespoke
sustainable thermoformed plastic packaging that is used by the food and
pharmaceutical sectors. The business is at the leading edge of sustainable
manufacturing and its products are 100% recyclable and use over 85% recycled
content. The manufacturing plant is powered entirely through renewable sources
and less than 2% of manufacturing waste goes into landfill. The VCT funding is
being used to develop new product lines, which are more efficient and produce
less waste, and to open a second manufacturing facility in the North East of
England.

 

•      Liftango is a provider of a demand responsive transport (DRT)
technology platform, which enables clients such as governments, transport
authorities and global corporates to optimise route planning in real-time in
response to passenger usage. The business has three core products (on-demand
buses, fixed-route shuttles and carpool), all of which are designed to
optimise vehicle scheduling and routing to improve fleet efficiency. The
technology also helps clients to minimise carbon footprint, reduce congestion
and create a safe and convenient shared transport network. Liftango has a
strong client list, including corporates such as IKEA, Tesla, Unilever and
Volvo, as well as several county councils. The VCT funding is being used to
recruit key sales and marketing staff, and to assist the business as it
expands into Europe and North America.

 

•      Pura is a baby care brand that specialises in eco-friendly wipes
and nappies. Pura's plant-based wipes are 100% plastic free and biodegradable,
as well as being accredited by Allergy UK and the British Skin Foundation,
while the nappies are enhanced with organic cotton and made using green energy
with no production waste to landfill. Since launching in 2020, Pura has
established itself through a direct-to-consumer, subscription-based website
model and has gained recognition within its core target market, with its
eco-friendly nappies recently awarded Gold in the Made for Mums Awards 2022.
The VCT funding is being used to support the expansion into the business-
to-business market, which is specifically targeted at the UK and US
supermarket sectors. Pura has already made good progress in this area, having
secured contracts with Amazon, Costco and Ocado, with the brand also recently
launching in Asda.

 

During the reporting period, the following investments were completed:

 

                                                                                                                                     Investment

                                                                                                                                     cost

 Investments                                                Date                    Sector                                           £'000
 New unlisted
 CYSIAM Limited                                             December 2021           Software                                         199
 Kanabo GP Limited(1)                                       February 2022           Pharmaceuticals, biotechnology & healthcare      1,611
 Liftango Group Limited                                     December 2021           Software                                         298
 mypura.com Group Limited (trading as Pura)                 January 2022            Business services                                216
 Project Falcon Topco Limited (trading as Quorum Cyber)(2)  December 2021           Software                                         335
 Reed Thermoformed Packaging Limited (trading as iPac)      March 2022              Business services                                99
 Total new unlisted                                                                                                                  2,758

 Follow-on unlisted
 Boiler Plan (UK) Limited                                   February 2022           Business services                                38
 e.fundamentals (Group) Limited                             January 2022            Marketing & advertising technology               75
 HiveHR Limited(3)                                          March & April 2022      Software                                         17
 MirrorWeb Limited                                          May 2022                Software                                         100
 Push Technology Limited                                    May 2022                Data analytics                                   100
 Shortbite Limited (trading as DigitalBridge)               January 2022            Marketing & advertising technology               50
 Total follow-on unlisted                                                                                                            380

 Total investments                                                                                                                   3,138

 

(1)       The holding in this investment resulted from the sale of The GP
Service (UK) Limited, which was structured as a share for share exchange.

(2)       Retained minority interest following the sale of Quorum Cyber
Security Limited.

(3)       Follow-on investment completed in two tranches.

 

At the period end, the portfolio stood at 95 unlisted and quoted investments,
at a total cost of £33.7 million.

 

Realisations

 

In December 2021, the sale of online mortgage broker Mojo Mortgages completed
following receipt of regulatory approval. Your Company first invested in Mojo
in 2019, supporting an ambitious management team to develop its disruptive
mortgage broking technology platform. Mojo's solution provides an innovative
hybrid of online and advised services, capable of managing the entire process
from product price comparison through to the mortgage application and
completion. The sale to RVU, which is part of the Zoopla Property Group and
owns of a number of consumer finance and comparison sites, generated a total
return of up to 1.8x cost (including monies held in escrow) over the life of
the investment.

 

Also in December, the sale of cybersecurity technology provider Quorum Cyber
completed. The threat of cyber-attacks has become an increasingly significant
risk for businesses, which was amplified during the pandemic as companies
followed Government advice and implemented working from home practices which,
in some cases, exposed system weaknesses. Against this backdrop Quorum, which
provides a fully managed, 24/7 cyber risk mitigation platform for corporate
clients, experienced a rapid increase in demand for its services which, in
turn, resulted in strong growth in revenues. The business increased its
customer base through organic growth as well as via referrals from partners
such as Microsoft. An approach to acquire Quorum was subsequently received
from a UK private equity house and the exit delivered an overall money
multiple return of 6.5x cost, inclusive of a retained minority holding in the
business. This retained holding enables your Company to participate in the
future growth of Quorum, which offers the potential for a further return.

 

In January 2022, the holding in 3D photonic circuit specialist Optoscribe was
realised through the sale to a US corporate buyer. Since the Maven VCTs first
invested in 2019, the Manager has supported the company's growth through
several funding rounds, enabling the business to strengthen strategic
partnerships and move into higher volume production. Optoscribe manufactures
high-performance photonic integrated circuits for use by optical transceiver
manufacturers in the production of glass-based 3D circuits in the telecom,
datacom and mobile network markets. Its technology produces components
primarily for the cloud data centre sector, which has experienced strong
growth as consumer demand increases for access to high quality content. The
exit generated a total return of 1.85x cost over the holding period.

 

In early March 2022, the residual holding in Global Risk Partners (Maven
Co-invest Endeavour) was provisionally sold to US listed insurance broker
Brown & Brown, with regulatory approval received shortly after the period
end. The acquisition enables Brown & Brown to establish itself in the UK
retail insurance sector, where it does not currently have a large presence. As
part of the initial sale of Global Risk Partners to Searchlight Capital
Partners in 2020, an element of the sale consideration was reinvested into the
acquiring vehicle. The subsequent sale to Brown & Brown has resulted in a
full exit from this investment and generated a further return equivalent to
1.24x the original cost, taking the total money multiple return to 3.38x cost.

 

Also in March, the holding in energy services specialist RMEC was realised
through the sale to Aberdeen based trade acquirer Centurion Group. Over the
holding period, RMEC has delivered a consistently strong performance despite
the various challenges within its operating environment. The business traded
profitably throughout the pandemic and, during this time, continued to secure
blue-chip clients and agree long term master service agreements with key North
Sea operators and service companies. The exit achieved a total return of 2.28x
cost over the life of the investment, inclusive of all income payments.

 

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

 

 Realisations                                                       Complete/      Cost of       Value at 30             Realised      Gain/ (loss) over

                                                         Year       partial exit   shares        November     Sales      gain/(loss)   30 November

                                                         first                     disposed of   2021         proceeds   £'000         2021 value

                                                         invested                  £'000         £'000        £'000                    £'000
 Unlisted
 Life's Great Group Limited (trading as Mojo Mortgages)  2019       Complete       979           1,637        1,637      658           -
 Optoscribe Limited                                      2018       Complete       188           407          411        223           4
 Quorum Cyber Security Limited(1)                        2020       Complete       400           2,562        2,562      2,162         -
 RMEC Group Limited(2)                                   2014       Complete       446           724          666        220           (58)
 The GP Service (UK) Limited(3)                          2016       Complete       852           884          1,611      759           727
 Others                                                                            -             -            7          7             7
 Total unlisted                                                                    2,865         6,214        6,894      4,029         680

 Total sales                                                                       2,865         6,214        6,894      4,029         680

 

(1)        Proceeds exclude yield received, which is disclosed as
revenue for financial reporting purposes.

(2)        Proceeds exclude yield and redemption premium received, which
are disclosed as revenue for financial reporting purposes.

(3)        The holding in The GP Service (UK) Limited was acquired by
Kanabo GP Limited, a subsidiary of Kanabo Group PLC, in a transaction that was
structured as a share for share exchange. In line with International Private
Equity and Venture Capital Valuation (IPEV) guidelines, the value of the
holding has been adjusted to reflect the market value of the listed Kanabo
shares as at 31 May 2022.

 

During the period, one private company was struck off the Register of
Companies, resulting in a realised loss of £300,000 (cost £300,000). This
had no effect on the NAV of the Company as a full provision had been made
against the value of the holding in a previous period.

 

Material Developments Since the Period End

 

Since 31 May 2022, three new private company holdings have been added to the
portfolio:

 

•      Novatus Advisory is a regulatory advisory business that helps
financial organisations prevent or remedy regulatory or compliance issues
through the provision of advisory services (both project based and long term
assignments) and also provides bespoke regulatory software. The company has a
strong client base that includes blue-chip names such as Artemis and Enstar.
It recently invested in software development to create a transaction reporting
tool to help clients to meet legal reporting requirements and reconcile
trades. The VCT funding is being used to progress product development,
particularly within the software side of the business.

 

•      XR Games is a developer of virtual reality (VR) and augmented
reality (AR) games, which creates mobile and console-based games under licence
as well as providing a work-for-hire studio. Through a licence agreement with
Sony Picture, XR has developed the VR game The Angry Birds Movie 2 VR: Under
Pressure, which was released for PlayStation and launched alongside the movie
Angry Birds 2. More recently, XR produced and developed Zombieland VR, a game
based on the film franchise of the same name. XR has become a Microsoft
partner, through its relationship with Sony, and is currently working on a
number of projects and game prototypes. The business has built a good market
reputation and is well positioned to achieve growth in this expanding sector.
The VCT funding is being used to support the pipeline of game development,
enhance the marketing function and  make a number of strategic new hires.

 

•      Zinc Systems is a provider of a software-based solution for
safety, security and critical event management, which currently supports
clients in four key sectors: retail, corporate, government, and security and
facilities management. Zinc's solution, which provides support for incidents
such as fire, online fraud or compliance breaches, is fully integrated with a
client's system and configured for mobile access, meaning that critical
information is instantly available and remotely accessible. The business has
achieved good scale and currently has over 30,000 users in over 20 countries,
with a strong client list that includes B&Q, City of London Police and the
Environmental Agency. The VCT funding is being used to enhance the sales and
marketing function and to progress product development.

 

In July 2022, the holding in e.fundamentals was realised through a sale to
CommerceIQ, a US private equity backed trade consolidator. The exit generated
a total return on investment of 2.35x cost, comprised of an initial cash
return of 1x cost plus an equity stake in the enlarged business, which has the
potential to deliver a further return to shareholders in the future.

 

Principal and Emerging Risks and Uncertainties

 

The principal and emerging risks and uncertainties facing the Company were set
out in full in the Strategic Report contained within the 2021 Annual Report,
and are the risks associated with investment in small and medium sized
unlisted and AIM/AQSE quoted companies which, by their nature, carry a higher
level of risk and are subject to lower liquidity than investments in larger
quoted companies. The valuation of investee companies may be affected by
economic conditions, the credit environment and other risks including
legislation, regulation, adherence to VCT qualifying rules and the
effectiveness of the internal controls operated by the Company and the
Manager. These risks and procedures are reviewed regularly by the Audit &
Risk Committee and reported to your Board. The Board has confirmed that all
tests, including the criteria for VCT qualifying status, continue to be
monitored and met.

 

In March 2020, the COVID-19 pandemic developed from being an emerging risk to
a principal risk that had implications for the Company, the Manager, investee
companies and both the UK and global economies. The Board and the Manager have
sought to identify all of the individual risks associated with the pandemic
that could impact on the Company and the steps that are required to mitigate
them. These have been recorded in separate risk registers that will be
reviewed on a regular basis as the situation continues to evolve.

 

During the period, the invasion of Ukraine by Russia was added to the Risk
Register as an emerging risk, as the Directors were not only aware of the
heightened cyber security risk but were mindful of the impact that a change in
the underlying economic conditions could have on the valuation of investment
companies, such as fluctuating interest rates, increased fuel and energy
costs, and the availability of bank finance, all of which can be impacted
during times of geopolitical uncertainty and volatile markets.

 

Share Buy-backs

 

Shareholders will be aware that a primary objective for the Board is to ensure
that the Company retains sufficient liquidity for making investments in line
with its stated policy, and for the continued payment of dividends. However,
the Directors also acknowledge the need to maintain an orderly market in the
Company's shares and have, therefore, delegated authority to the Manager to
buy back shares in the market, for cancellation or to be held in treasury,
subject always to such transactions being in the best interests of
Shareholders.

 

It is intended that the Company should seek to maintain a share price discount
that is approximately 5% below the latest published NAV per share, subject to
market conditions, available liquidity, and the maintenance of the Company's
VCT qualifying status. During the period under review, 240,360 shares were
bought back at a total cost of £138,000.

 

VCT Regulatory Update

 

During the period under review, there have been no further amendments to the
rules governing VCTs. The Spring Budget was delivered on 23 March 2022 and did
not propose any changes to VCT legislation.

 

The Directors and the Manager continue to apply the International Private
Equity and Venture Capital Valuation (IPEV) Guidelines as the central
methodology for all private company valuations. The IPEV Guidelines are the
prevailing framework for fair value information in the private equity and
venture capital industry. In light of the current geopolitical and
macroeconomic uncertainty resulting from the conflict in Ukraine, on 31 March
2022, IPEV reiterated the Special Guidance provided in March 2020, with
respect to assessing the fair value of private company holdings. The Directors
and the Manager continue to follow industry best practice and adhere to the
IPEV Special Guidelines in all private company valuations.

 

Environmental, Social and Governance (ESG)

 

As part of a move towards more sustainable investing, the Manager has enhanced
its investment appraisal process, with ESG now embedded as a core component
within the selection criteria. Additionally, a robust framework has been
developed to ensure that ESG considerations are monitored and managed
carefully throughout the period of investment.

 

As previously noted, your Company recently completed a number of new
investments in companies that have strong ESG credentials and are achieving
growth in expanding markets. It is also worthwhile noting that your Company's
exposure to the energy services sector has been reducing over recent years.
Following the sale of RMEC, this exposure is now only 3% of the portfolio by
value, with most remaining investee companies actively diversifying away from
traditional oil & gas markets and moving into renewable energy or other
adjacent markets to realign their future growth strategy.

 

Outlook

 

Your Company has continued to make positive progress during the first half of
the financial year and, following the success of the recent fund raising, has
sufficient near term liquidity to enable it to continue to progress its
investment strategy. The primary near term challenge is the impact of
inflationary pressures and the associated risk of constrained economic growth.
Against this background, the Manager will maintain a focused approach in
targeting emerging growth companies operating in sectors and markets that are
likely to be more resilient and less dependent on discretionary consumer
spending.

 

 

 

 

On behalf of the Board

Maven Capital Partners UK LLP

Secretary

 

29 July 2022

 

Summary of Investment Changes

For the six months ended 31 May 2022

 

                        Valuation                                               Net investment/ (disinvestment)  Appreciation/ (depreciation)  Valuation

                        30 November 2021                                        £'000                            £'000                         31 May 2022

                                  £'000            %                                                                                                  £'000          %
 Unlisted investments
 Equities               26,728                      54.3                        (3,158)                          1,045                         24,615                 42.2
 Loan stock             8,806                       17.9                        (577)                            (178)                         8,051                  13.8
                        35,534                      72.2                        (3,735)                          867                           32,666                 56.0
 AIM/AQSE investments*
 Equities               4,525                       9.2                         -                                (1,946)                       2,579                  4.4

 Listed investments
 Investment trusts      3,351                       6.8                         -                                (299)                         3,052                  5.2
 Total investments      43,410                      88.2                        (3,735)                          (1,378)                       38,297                 65.6

 Other net assets       5,790                       11.8                        -                                14,187                        19,977                 34.4

 Net assets             49,200                      100.0                       (3,735)                          12,809                        58,274                 100.0

 

* Shares traded on the Alternative Investment Market (AIM) or the Aquis Stock
Exchange (AQSE).

 

 

Investment Portfolio Summary

 

As at 31 May 2022

 

 Investment                                                        Valuation  Cost     % of     % of     % of equity held by

                                                                   £'000      £'000    total    equity   other clients(1)

                                                                                       assets   held
 Unlisted
 Horizon Ceremonies Limited (trading as Horizon Cremation)         1,932      1,288    3.4      8.7      44.0
 Bright Network (UK) Limited                                       1,787      1,015    3.2      8.9      31.0
 Relative Insight Limited                                          1,505      700      2.6      3.8      7.1
 e.fundamentals (Group) Limited                                    1,426      642      2.4      3.8      7.1
 Rockar 2016 Limited (trading as Rockar)                           1,368      928      2.3      4.8      16.8
 Martel Instruments Holdings Limited                               1,278      671      2.2      12.4     31.8
 Delio Limited                                                     1,246      533      2.1      2.5      9.7
 Ensco 969 Limited (trading as DPP)                                1,236      1,133    2.1      4.8      29.7
 Nano Interactive Group Limited                                    1,126      625      1.9      3.7      11.2
 Vodat Communications Group (VCG) Holding Limited (formerly Vodat  1,024      567      1.8      4.2      22.6
 Communications Group Limited)
 Contego Solutions Limited (trading as NorthRow)                   997        997      1.7      8.7      23.5
 CB Technology Group Limited                                       914        558      1.6      11.2     67.7
 Filtered Technologies Limited                                     816        750      1.4      7.6      17.8
 WaterBear Education Limited                                       785        370      1.3      7.8      31.4
 Precursive Limited                                                750        750      1.3      5.4      28.8
 Hublsoft Group Limited                                            750        600      1.3      9.4      21.9
 BioAscent Discovery Limited                                       744        199      1.3      5.0      35.0
 Cardinality Limited                                               668        448      1.1      4.5      20.5
 QikServe Limited                                                  658        658      1.1      3.0      12.8
 TC Communications Holdings Limited                                645        980      1.1      8.3      21.7
 Cat Tech International Limited                                    627        627      1.1      6.0      24.0
 Push Technology Limited                                           625        625      1.1      2.8      8.5
 Flow UK Holdings Limited                                          597        597      1.0      7.0      28.0
 MirrorWeb Limited                                                 562        400      1.0      3.4      41.4
 Glacier Energy Services Holdings Limited                          544        686      0.9      2.6      25.0
 HCS Control Systems Group Limited                                 539        746      0.9      6.1      30.4
 Kanabo GP Limited(2)                                              509        1,611    0.9      13.5     53.6
 Horizon Technologies Consultants Limited                          506        448      0.9      3.1      14.1
 Maven Co-Invest Endeavour Limited Partnership                     499        2        0.9      8.1      91.9
 Whiterock Group Limited                                           485        320      0.8      5.1      24.9
 HiveHR Limited                                                    476        317      0.8      4.4      40.2

 

 

 

As at 31 May 2022

 

 Investment                                                 Valuation  Cost     % of total assets  % of equity held  % of equity held by other clients(1)

                                                            £'000      £'000
 Unlisted (continued)
 CODILINK UK Limited (trading as Coniq)                     450        450      0.8                1.3               3.6
 GradTouch Limited                                          400        400      0.7                4.6               35.4
 ebb3 Limited                                               366        326      0.6                6.9               51.7
 Project Falcon Topco Limited (trading as Quorum Cyber)(3)  335        335      0.6                1.0               1.9
 Growth Capital Ventures Limited                            331        319      0.6                5.8               41.6
 The Algorithm People Limited                               300        300      0.5                6.3               10.6
 Enpal Limited (trading as Guru Systems)                    299        299      0.5                3.2               18.4
 Liftango Group Limited                                     298        298      0.5                1.8               12.1
 Snappy Shopper Limited                                     298        298      0.5                0.4               1.4
 mypura.com Group Limited (trading as Pura)                 216        216      0.4                1.0               17.8
 Rico Developments Limited (trading as Adimo)               200        200      0.3                1.5               8.2
 Atterley.com Holdings Limited                              199        199      0.3                2.5               15.2
 Draper & Dash Limited (trading as RwHealth)                199        199      0.3                1.0               12.6
 FodaBox Limited                                            199        199      0.3                1.4               9.4
 CYSIAM Limited                                             199        199      0.3                3.5               16.5
 R&M Engineering Group Limited                              172        761      0.3                8.3               62.3
 ISN Solutions Group Limited                                127        321      0.2                4.5               50.5
 Shortbite Limited (trading as DigitalBridge)               106        275      0.2                1.0               23.9
 RevLifter Limited                                          100        100      0.2                1.1               19.3
 Reed Thermoformed Packaging Limited (trading as iPac)      99         99       0.2                0.6               11.9
 Intilery.com Limited                                       75         75       0.1                0.6               58.6
 Honcho Markets Limited                                     65         64       0.1                1.2               23.5
 Other unlisted investments                                 9          1,092    -
 Total unlisted                                             32,666     27,815   56.0

 

 

As at 31 May 2022

 

 Investment                   Valuation  Cost     % of total assets  % of equity held  % of equity held by other clients(1)

                              £'000      £'000
 Quoted
 GENinCode PLC                676        598      1.2                3.5               7.5
 MaxCyte Inc                  294        137      0.6                0.1               0.1
 Diaceutics PLC               228        161      0.4                0.3               0.3
 C4X Discovery Holdings PLC   195        119      0.3                0.3               0.6
 Faron Pharmaceuticals Oy     158        250      0.3                0.1               0.1
 ReNeuron Group PLC           131        278      0.2                0.7               1.4
 Polarean Imaging PLC         110        129      0.2                0.1               0.5
 Crossword Cybersecurity PLC  110        122      0.2                0.5               2.1
 Destiny Pharma PLC           102        150      0.2                0.3               1.2
 AFC Energy PLC               96         57       0.2                -                 -
 Pelatro PLC                  86         146      0.1                0.7               2.0
 Feedback PLC                 73         121      0.1                0.5               1.3
 Eden Research PLC            58         83       0.1                0.4               1.0
 Spectral MD Holdings PLC     57         99       0.1                0.1               0.1
 Oncimmune Holdings PLC       53         100      0.1                0.1               0.5
 RUA Life Sciences PLC        37         100      0.1                0.4               1.3
 Seeen PLC                    23         75       -                  0.3               1.4
 Diurnal Group PLC            23         62       -                  0.1               0.4
 Vianet Group PLC             21         31       -                  0.1               1.4
 Osirium Technologies PLC     20         100      -                  0.6               3.8
 Trackwise Designs PLC        20         27       -                  0.1               0.3
 DeepMatter Group PLC         8          98       -                  0.2               0.4
 Other quoted investments     -          584      -
 Total quoted                 2,579      3,627    4.4

 

 

 

As at 31 May 2022

 

 Investment                                                                    Valuation  Cost     % of total assets  % of equity held  % of equity held by other clients(1)

                                                                               £'000      £'000
 Private equity investment trusts
 HgCapital Trust PLC                                                           489        249      0.8                -                 0.1
 ICG Enterprise Trust PLC                                                      425        334      0.7                0.1               0.1
 HarbourVest Global Private Equity Limited                                     413        250      0.7                -                 0.1
 BMO Private Equity Trust PLC (formerly F&C Private Equity Trust PLC)          327        253      0.6                0.1               0.3
 Apax Global Alpha Limited                                                     325        250      0.6                -                 0.1
 Princess Private Equity Holding Limited                                       308        270      0.5                0.1               0.1
 Pantheon International PLC                                                    252        180      0.4                -                 0.1
 abrdn Private Equity Opportunities Trust PLC (formerly Standard Life Private  170        110      0.3                -                 0.1
 Equity Trust PLC)
 Total private equity investment trusts                                        2,709      1,896    4.6

 Real estate investment trusts
 Target Healthcare REIT PLC                                                    103        96       0.2                -                 0.1
 Schroder REIT Limited                                                         92         107      0.2                -                 0.1
 Regional REIT Limited                                                         89         101      0.1                -                 0.1
 Custodian REIT PLC                                                            59         71       0.1                -                 -
 Total real estate investment trusts                                           343        375      0.6

 Total investments                                                             38,297     33,713   65.6

 

(1)        Other clients of Maven Capital Partners UK LLP.

(2)        The holding in this investment resulted from the sale of The
GP Service (UK) Limited to Kanabo GP Limited in a share for share exchange. In
line with IPEV guidelines, the valuation has been adjusted to reflect the
market value of the listed Kanabo shares as at 31 May 2022.

(3)        Retained minority interest following the sale of Quorum Cyber
Security Limited.

 

Shaded line indicates that the investment was completed pre 2015.

 

 

Income Statement

 

As at 31 May 2022

 

                                                    Six months ended           Six months ended           Year ended

                                                    31 May 2022                31 May 2021                30 November 2021

                                                    (unaudited)                (unaudited)                (audited)
                                                    Revenue  Capital  Total    Revenue  Capital  Total    Revenue  Capital  Total
                                                    £'000    £'000    £'000    £'000    £'000    £'000    £'000    £'000    £'000
 (Losses)/gains on investments                      -        (1,378)  (1,378)  -        5,488    5,488    -        8,550    8,550
 Income from investments                            435      -        435      302      -        302      755      -        755
 Other income                                       3        -        3        1        -        1        2        -        2
 Investment management fees                         (132)    (528)    (660)    (263)    (1,054)  (1,317)  (444)    (1,776)  (2,220)
 Other expenses                                     (179)    -        (179)    (138)    -        (138)    (356)    -        (356)
 Net return on ordinary activities before taxation  127      (1,906)  (1,779)  (98)     4,434    4,336    (43)     6,774    6,731

 Tax on ordinary activities                         (8)      8        -        -        -        -        -        -        -
 Return attributable to Equity Shareholders         119      (1,898)  (1,779)  (98)     4,434    4,336    (43)     6,774    6,731

 Earnings per share (pence)                         0.13     (2.10)   (1.97)   (0.13)   5.58     5.45     (0.05)   8.54     8.49

 

All gains and losses are recognised in the Income Statement.

 

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

 

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

 

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

 

 

Statement of Changes in Equity

 

Six months ended 31 May 2022

 

                              Non-distributable reserves                                                      Distributable reserves
 Six months ended             Share capital  Share premium account  Capital              Capital              Capital reserve realised  Special                 Revenue reserve  Total

 31 May 2022                  £'000          £'000                  Redemption reserve   Reserve unrealised   £'000                     Distributable reserve   £'000            £'000

 (unaudited)                                                        £'000                £'000                                          £'000
 At 30 November 2021          7,866          6,436                  287                  9,669                (1,823)                   26,020                  745              49,200
 Net return                   -              -                      -                    (5,085)              3,707                     (520)                   119              (1,779)
 Dividends paid               -              -                      -                    -                    -                         (3,299)                 -                (3,299)
 Repurchase and               (24)           -                      24                   -                    -                         (138)                   -                (138)
 cancellation of shares
 Net proceeds of share issue  2,303          11,841                 -                    -                    -                         -                       -                14,144
 Net proceeds of DIS issue    28             118                    -                    -                    -                         -                       -                146
 At 31 May 2022               10,173         18,395                 311                  (4,584)              1,884                     22,063                  864              58,274

 

 

                            Non-distributable reserves                                                      Distributable reserves
 Six months ended           Share capital  Share premium account  Capital              Capital              Capital reserve realised  Special                 Revenue reserve  Total

 31 May 2021                £'000          £'000                  redemption reserve   reserve unrealised   £'000                     distributable reserve   £'000            £'000

 (unaudited)                                                      £'000                £'000                                          £'000
 At 30 November 2020        7,965          6,285                  153                  (722)                18                        30,332                  788              44,819
 Net return                 -              -                      -                    6,536                (1,048)                   (1,054)                 (98)             4,336
 Dividends paid             -              -                      -                    -                    -                         (794)                   -                (794)
 Repurchase and             (55)           -                      55                   -                    -                         (294)                   -                (294)
 cancellation of shares
 Net proceeds of DIS issue  15             74                     -                    -                    -                         -                       -                89
 At 31 May 2021             7,925          6,359                  208                  5,814                (1,030)                   28,190                  690              48,156

 

 

                            Non-distributable reserves                                                      Distributable reserves
 Year ended                 Share capital  Share premium account  Capital              Capital              Capital reserve realised  Special                 Revenue reserve  Total

 30 November 2021           £'000          £'000                  redemption reserve   reserve unrealised   £'000                     distributable reserve   £'000            £'000

 (audited)                                                        £'000                £'000                                          £'000
 At 30 November 2020        7,965          6,285                  153                  (722)                18                        30,332                  788              44,819
 Net return                 -              -                      -                    10,391               (1,841)                   (1,776)                 (43)             6,731
 Dividends paid             -              -                      -                    -                    -                         (1,783)                 -                (1,783)
 Repurchase and             (134)          -                      134                  -                    -                         (753)                   -                (753)
 cancellation of shares
 Net proceeds of DIS issue  35             151                    -                    -                    -                         -                       -                186
 At 30 November 2021        7,866          6,436                  287                  9,669                (1,823)                   26,020                  745              49,200

 

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

 

 

 

Balance Sheet

 

As at 31 May 2022

 

                                                   31 May 2022   31 May 2021   30 November 2021

                                                   (unaudited)   (unaudited)   (audited)

                                                   £'000         £'000         £'000
 Fixed assets
 Investments at fair value through profit or loss  38,297        40,139        43,410
 Current assets
 Debtors                                           512           392           508
 Cash                                              19,528        8,397         5,648
                                                   20,040        8,789         6,156
 Creditors
 Amounts falling due within one year               (63)          (772)         (366)
 Net current assets                                19,977        8,017         5,790
 Net assets                                        58,274        48,156        49,200

 Capital and reserves
 Called up share capital                           10,173        7,925         7,866
 Share premium account                             18,395        6,359         6,436
 Capital redemption reserve                        311           208           287
 Capital reserve - unrealised                      4,584         5,814         9,669
 Capital reserve - realised                        1,884         (1,030)       (1,823)
 Special distributable reserve                     22,063        28,190        26,020
 Revenue reserve                                   864           690           745
 Net assets attributable to Ordinary Shareholders  58,274        48,156        49,200
 Net asset value per Ordinary Share (pence)        57.28         60.76         62.55

 

 

The Financial Statements of Maven Income and Growth VCT 3 PLC, registered
number 04283350, were approved by the Board and were signed on its behalf by:

 

 

 

Atul Devani

Director

 

29 July 2022

 

 

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

 

 

 

Cash Flow Statement

 

For the six months ended 31 May 2022

 

                                           Six months ended 31 May 2022 (unaudited)  Six months ended 31 May 2021 (unaudited)  Year ended

                                           £'000                                     £'000                                     30 November 2021(audited)

                                                                                                                               £'000
 Net cash flows from operating activities  (735)                                     (458)                                     (1,574)

 Cash flows from investing activities
 Purchase of investments                   (1,527)                                   (1,800)                                   (3,334)
 Sale of investments                       5,289                                     1,176                                     2,428
 Net cash flows from investing activities  3,762                                     (624)                                     (906)

 Cash flows from financing activities
 Equity dividends paid                     (3,299)                                   (794)                                     (1,783)
 Issue of Ordinary Shares                  14,290                                    89                                        186
 Repurchase of Ordinary Shares             (138)                                     (294)                                     (753)
 Net cash flows from financing activities  10,853                                    (999)                                     (2,350)

 Net increase/(decrease) in cash           13,880                                    (2,081)                                   (4,830)

 Cash as at beginning of period            5,648                                     10,478                                    10,478
 Cash at end of period                     19,528                                    8,397                                     5,648

 

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

 

 

 

Notes to the Financial Statements

 

1.    Accounting Policies

 

The financial information for the six months ended 31 May 2022 and the six
months ended 31 May 2021 comprises non-statutory accounts within the meaning
of S435 of the Companies Act 2006. The financial information contained in this
report has been prepared based on the accounting policies set out in the
Annual Report and Financial Statements for the year ended 30 November 2021,
which have been filed at Companies House and contained an Auditor's Report
that was not qualified and did not contain a statement under S498(2) or
S498(3) of the Companies Act 2006.

 

2.    Reserves

 

Share premium account

 

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

 

Capital redemption reserve

 

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

 

Capital reserve - unrealised

 

Increases and decreases in the fair value of investments are recognised in the
Income Statement and are then transferred to the capital reserve unrealised
account. This reserve is non-distributable.

 

Capital reserve - realised

 

Gains or losses on investments realised in the year that have been recognised
in the Income Statement are transferred to the capital reserve realised
account on disposal. Furthermore, any prior unrealised gains or losses on such
investments are transferred from the capital reserve unrealised account to the
capital reserve realised account on disposal. This reserve is distributable.

 

Special distributable reserve

 

The total cost to the Company of the repurchase and cancellation of shares is
represented in the special distributable reserve account. The special
distributable reserve also represents capital dividends, capital investment
management fees and the tax effect of capital items. This reserve is
distributable.

 

Revenue reserve

 

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

 

3.    Return per Ordinary Share

 

                                                                  Six months ended 31 May 2022
 The returns per share have been based on the following figures:

 Weighted average number of Ordinary Shares                       90,438,570

 Revenue return                                                   £119,000
 Capital return                                                   (£1,898,000)
 Total return                                                     (£1,779,000)

 

Directors' Responsibility Statement

 

Each Director believes that, to the best of their knowledge:

 

•     the Financial Statements for the six months ended 31 May 2022 have
been prepared in accordance with FRS 102, the Financial Reporting Standard
applicable in the UK and the Republic of Ireland;

 

•     the Interim Management Report includes a fair review of the
information required by DTR 4.2.7R in relation to the indication of important
events during the first six months, and of the principal and emerging risks
and uncertainties facing the Company during the second six months, of the year
ending 30 November 2022; and

 

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

 

Other information

 

The NAV per Ordinary Share has been calculated using the number of Ordinary
Shares in issue at 31 May 2022, which was 101,728,082.  A summary of
investment changes for the six months under review and an investment portfolio
summary as at 31 May 2022 are included above. A full copy of the Interim
Report and Financial Statements will be printed and issued to Shareholders in
due course. Copies of this announcement will be available to the public at the
office of Maven Capital Partners UK LLP, Kintyre House, 205 West George
Street, Glasgow, G2 2LW; at the Registered office of the Company at 1 - 2
Royal Exchange Buildings, London, EC3V 3LF; and on the Company's website at:
www.mavencp.com/migvct3 (http://www.mavencp.com/migvct3) .

 

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

 

 

On behalf of the Board

Maven Capital Partners UK LLP

Secretary

 

29 July 2022

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