REG - Maven Inc&Grwth 5 - Half-year Report
24/07/2023 11:30
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RNS Number : 9734G Maven Income and Growth VCT 5 PLC 24 July 2023
Maven Income and Growth VCT 5 PLC
Interim Results for the Six Months Ended 31 May 2023 (Unaudited)
The Directors announce the Chairman's Statement, Investment Manager's Interim
Review and the unaudited Financial Statements for the six months ended 31 May
2023.
Highlights
• NAV total return at 31 May 2023 of 84.33p per share
• NAV at 31 May 2023 of 34.18p per share, after payment of the
2022 final dividend of 0.50p per share on 5 May 2023
• Interim dividend of 0.75p per share paid on 21 July 2023
• Offer for Subscription closed, raising £7.02 million, with a
further fund raising to be launched in Autumn 2023
Overview
On behalf of your Board, I am pleased to present the results for the six
months to 31 May 2023 where, against a backdrop of high inflation and rising
interest rates, your Company has delivered resilient performance. The slight
reduction in NAV total return, compared to the position at the previous year
end, largely reflects the subdued conditions in AIM where, despite encouraging
newsflow and positive market updates from most AIM quoted investee companies,
share prices have continued to be weak, which has impacted the value of your
Company's AIM quoted portfolio. Conversely, the performance of the unlisted
portfolio has generally been encouraging, particularly across the early stage
investments, where many companies have continued to deliver revenue growth and
achieve commercial milestones. Your Board remains committed to making regular
Shareholder distributions and was pleased to declare an interim dividend of
0.75p per share, which was paid on 21 July 2023.
Whilst the outlook for the UK economy has slightly improved, inflation remains
stubbornly high and interest rates continue to rise, meaning that the
prevailing economic conditions continue to present challenges for many
businesses and consumers. Despite these adverse economic factors, the
Directors are pleased to report that your Company has delivered robust
performance. This reflects the strength of the underlying portfolio that has
been carefully constructed over recent years and provides exposure to a wide
range of high quality, growth companies, many of which operate in defensive or
counter cyclical sectors, which have continued to grow despite the
macroeconomic challenges. It is worthwhile noting that, across the portfolio,
the level of external debt remains low and there is limited direct exposure to
consumer facing sectors, which has provided a degree of insulation against the
inflationary pressures. The Board and the Manager believe that the underlying
growth prospects for the majority of companies within the portfolio remain
positive and that your Company is well positioned to make further progress in
line with its long term investment objective.
During the reporting period, the private company portfolio has generally
performed well, with most companies continuing to make commercial progress and
achieve their business plans. Your Board is encouraged by the progress of the
early stage portfolio, where a number of companies are achieving scale and
demonstrating their ability to create significant value. In certain cases,
this has warranted uplifts to valuations to reflect the sustained progress
that has been achieved.
Over recent years, your Company has been steadily reducing its exposure to
AIM, as part of the strategic objective to rebalance the portfolio towards
private company investments. Following the realisation of a large holding in
the prior year, the exposure to AIM has now materially reduced and accounts
for 7.2% of net assets. During the reporting period, the performance of AIM
continued to be muted. Although some listed markets have experienced a
recovery during the current year, investor sentiment towards AIM continues to
be subdued and there has been very limited IPO and new share issuance activity
to help stimulate demand. As a result of these market conditions, the value of
your Company's AIM quoted portfolio has declined. For the majority of
holdings, the share price reductions reflect the reduced appetite for
investment in smaller, earlier stage growth businesses, with genuine progress
and positive news effectively being disregarded. The Board and the Manager
continue to believe that selective exposure to AIM offers scope to broaden the
investee company portfolio, as well as providing the ability to generate early
liquidity if share prices perform well. The Manager will, however, remain
cautious on any new AIM investments until there is clear evidence of a
recovery in this market and an improvement in the quality and quantity of
companies seeking VCT funding.
In May 2023, your Company closed its most recent Offer for Subscription,
raising a total of £7.02 million across the 2022/23 and 2023/24 tax years.
This additional capital will enable your Company to progress the investment
strategy that has been in place for a number of years and which has the core
objective of building a large and sectorally diversified portfolio of high
growth private and AIM quoted companies that are capable of achieving scale
and generating a capital gain on exit. During the first half of the year, two
new private companies were added to the portfolio. Your Board is aware of the
healthy pipeline of opportunities that the Manager is currently reviewing, and
it is anticipated that there will be a good level of new investment in the
second half of the year.
Shareholders will find full details of the key portfolio developments,
including the new investments that have been completed, in the Investment
Manager's Review in the Interim Report.
Liquidity Management
As Shareholders will be aware from recent Annual and Interim Reports, your
Company maintains a proactive approach to liquidity management, with the
objective of generating income from cash resources held prior to investment in
VCT qualifying companies. This strategy also helps to satisfy the criteria of
the Nature of Income condition, which is a mandatory requirement of the VCT
legislation where not less than 70% of a VCT's income must be derived from
shares or securities. To meet this requirement, the Board had previously
approved the construction of a focused portfolio of permitted, non-qualifying
holdings in carefully selected investment trusts with strong fundamentals and
attractive income characteristics. The recent upward trend in interest rates
has, however, required the Board and the Manager to revise the approach to
funds held prior to investment. Following a whole of market review, the
Manager has selected a number of leading money market funds and a portfolio of
investment trusts that will allow your Company to maximise the income
receivable on residual cash held prior to investment, whilst also ensuring
compliance with the Nature of Income condition. During the reporting period,
several new investments were completed in support of the revised liquidity
management strategy, and details can be found in the Investments table in the
Interim Report.
Interim Dividend
In respect of the year ending 30 November 2023, an interim dividend of 0.75p
per Ordinary Share was paid on 21 July 2023 to Shareholders on the register at
23 June 2023. Since the Company's launch, and after receipt of this latest
dividend, 50.90p per share has been distributed in tax free dividends. It
should be noted that the payment of a dividend reduces the NAV of the Company
by the total cost of the distribution.
Dividend Policy
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
Ordinary 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 in younger
companies with growth potential, 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 future 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 by completing a DIS mandate form and returning it to the Registrar
(City Partnership). The mandate form, terms & conditions and full details
of the scheme (including tax considerations) are available from the Company's
webpage at: mavencp.com/migvct5. Election to participate in the DIS can also
be made through the online investor hub: maven-cp.cityhub.uk.com/login.
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.
Offer for Subscription
On 7 October 2022, your Company, alongside Maven Income and Growth VCT PLC,
Maven Income and Growth VCT 3 PLC and Maven Income and Growth VCT 4 PLC,
launched Offers for Subscription for up to £30 million in aggregate, with
over-allotment facilities for up to £10 million in aggregate. On 26 May 2023,
the Offers closed with your Company having raised a total of £7.02 million
across the 2022/23 and 2023/24 tax years.
With respect to the 2022/23 tax year, an allotment of 9,705,619 new Ordinary
Shares completed on 8 February 2023, with a further allotment of 1,005,373 new
Ordinary Shares on 3 March 2023, and a final allotment of 6,427,303 new
Ordinary Shares on 5 April 2023. An allotment of 2,429,067 new Ordinary Shares
for the 2023/24 tax year took place on 2 June 2023.
The Directors are confident that Maven's regional office network will continue
to source and complete attractive investments in VCT qualifying companies
across a range of sectors, and the additional liquidity provided by the
fundraising will facilitate further expansion and development of the portfolio
in line with the investment strategy. Furthermore, the funds raised will 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 6 July 2023, the Directors have elected to
launch a new Offer in Autumn 2023, which will run alongside Offers by the
other Maven managed VCTs. Full details of the Offers will be included in the
Prospectus, which is expected to be published in Autumn 2023.
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 for
the Company to buy back its own shares in the secondary 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 will seek to buy back shares with a view to
maintaining a share price that is at a discount of approximately 5% to the
latest published NAV per share. Any purchase of the Company's own shares will
be subject to market conditions, available liquidity and the maintenance of
the Company's VCT qualifying status and, when appropriate, will also take into
account any period when the shares are trading ex-dividend.
Shareholders should note that neither the Company nor the Manager can execute
a direct transaction in the Company's shares. Any instruction to buy or sell
shares on the secondary market must be directed through a stockbroker, in
which case a Shareholder or their broker can contact the Company's Broker,
Shore Capital Stockbrokers on 020 7647 8132, to discuss a transaction. It
should, however, be noted that such transactions cannot take place whilst the
Company is in a closed period, which is the time from the end of a reporting
period until the announcement of the relevant results or the release of an
unaudited NAV. A closed period may also be introduced if the Directors and
Manager are in possession of price sensitive information.
During the period under review, 720,000 shares were bought back at a total
cost of £240,265.
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 2022 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 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.
The invasion of Ukraine by Russia was added to the Risk Register as an
emerging risk during a previous period, as the Directors were not only aware
of the heightened cyber security risk but were mindful of the impact that any
change in the underlying economic conditions could have on the valuation of
investment companies. These included fluctuating interest rates, increased
fuel and energy costs, and the availability of bank finance, all of which
could be impacted during times of geopolitical uncertainty and volatile
markets. The Board and the Manager continue to monitor the impact of the
conflict, and wider market conditions, on portfolio companies.
Regulatory Update
During the period under review, there were no further amendments to the rules
governing VCTs. However, Shareholders may be aware that, as approved by the
European Commission in 2015, the VCT scheme included a "sunset" clause, which
provided that, unless the legislation was renewed by an HM Treasury order,
income tax relief would no longer be available on subscriptions for new shares
in VCTs made on or after 6 April 2025. There has been a considerable level of
activity by industry representatives such as the Venture Capital Trust
Association (VCTA), of which the Manager is an active member, and The
Association of Investment Companies (AIC), of which the Company is a member,
to demonstrate the important role of VCT investment in supporting SMEs across
the country and stimulating economic growth and regional employment. The Board
and the Manager welcomed the announcement by the UK Government in its Autumn
2022 budget statement of an intention to extend the income tax relief
available on new VCT shares beyond 2025. This commitment was reaffirmed in the
Spring 2023 budget, and the Manager remains involved in discussions regarding
the process for implementing this extension.
Consistent with industry best practice, the Board and the Manager continue to
apply the International Private Equity and Venture Capital Valuation (IPEV)
Guidelines (Valuation Guidelines) as the central methodology for all private
company valuations. The Valuation Guidelines are the prevailing framework for
fair value information in the private equity and venture capital industry and
the Directors and the Manager continue to adhere to the Valuation Guidelines
in assessing all private company holdings.
Environmental, Social and Governance (ESG) Considerations
The Board and the Manager recognise the importance of ESG considerations.
Whilst your Company's investment policy does not incorporate specific ESG
objectives, and investee companies are not required to meet any particular
targets, Maven continues to develop its ESG framework and oversight
capabilities as part of its investment approach. Early stage ESG due diligence
is now a standard part of the pre-investment decision making process and is a
core component within the selection criteria, thereby ensuring that all ESG
risks and opportunities are fully discussed prior to an investment completing.
During the period under review, the Manager has invested additional resource
into its ESG capabilities in recognition of the growing importance of this
area and the requirement to have detailed monitoring across the portfolio. A
number of investee companies are already highly focused on the environment or
making improvements to society and local communities and have set themselves
specific ESG related goals. Where this is not the case, the Manager is able to
support and advise on the value of improving these metrics and can help
portfolio companies by sharing best practice.
The ESG regulatory landscape is evolving, and the Manager provides the Board
with regular updates on the latest developments. A relevant regulation is the
Task Force on Climate-related Financial Disclosures (TCFD) on which neither
the Company nor the Manager are required to report. However, the Board and the
Manager acknowledge the aims and importance of the TCFD and, therefore,
reporting in line with the TCFD is an objective of the Manager as part of its
approach to ESG.
The Manager continues to be an active signatory to the UN Principles for
Responsible Investment (UNPRI) and is preparing its first UNPRI report to
demonstrate its ESG capabilities and commitment to those principles.
Additionally, the Manager is a signatory to the Investing in Women Code, which
aims to reduce barriers to tools, resources and finance for UK based female
entrepreneurs.
Your Company has a number of investments in companies with strong ESG
credentials that are achieving growth in expanding markets. The Manager is
committed to maintaining a responsible approach to new and existing
investments.
Board Constitution
The Directors regularly discuss Board composition and recognise the importance
of succession planning. Further to recent discussions, it has been agreed that
one of the Directors will not stand for re-election at the 2024 AGM and a
process for identifying and appointing a new Non-executive Director is well
progressed. Shareholders will be advised of the agreed changes to the
composition of the Board in the coming months.
Outlook
Despite the current well publicised economic challenges, the UK remains at the
forefront of global technological innovation, with a large number of emerging
younger companies seeking capital to achieve their growth ambitions. In recent
years, the Manager has demonstrated an ability to construct a large and
sectorally diverse portfolio of predominantly private company investments and,
based on the current pipeline, it is anticipated that this will continue to
expand during the second half of 2023. Although exit activity has slowed in
the last 12 months, this tends to be a cyclical market dynamic and, at the
time of writing, there are signs of improving M&A activity from both trade
and private equity buyers.
Your Board, therefore, remains confident that your Company is well placed to
deliver on its investment objective, including the payment of regular
distributions to Shareholders in support of the target annual dividend yield
of 5%.
Graham Miller
Chairman
24 July 2023
Summary Of Investment Changes
For The Six Month Period Ended 31 May 2023
Valuation Net investment/ (disinvestment) Appreciation/ (depreciation) Valuation
30 November 2022 £'000 £'000 31 May 2023
£'000 % £'000 %
Unlisted investments
Equities 32,363 51.8 2,309 344 35,016 53.0
Loan stocks 4,912 7.9 1,845 (221) 6,536 9.9
37,275 59.7 4,154 123 41,552 62.9
AIM/AQSE investments(1)
Equities 5,815 9.4 - (1,080) 4,735 7.2
Listed investments(2)
OEICs - - 3,000 (15) 2,985 4.5
Money market funds - - 6,003 - 6,003 9.1
Investment trusts - - 3,678 14 3,692 5.6
Total Portfolio 43,090 69.1 16,835 (958) 58,967 89.3
Cash 19,303 30.9 (12,646) - 6,657 10.1
Other assets 58 - 329 - 387 0.6
Net assets 62,451 100.0 4,518 (958) 66,011 100.0
Ordinary Shares in issue 176,391,734 193,101,989
Net asset value (NAV) 35.40p 34.18p
per Ordinary Share
Mid-market share price 33.00p 33.00p
Discount to NAV 6.78% 3.47%
(1) Shares traded on the Alternative Investment Market (AIM) and the Aquis
Stock Exchange (AQSE).
(2) These holdings represent the liquidity management portfolio, which has
been constructed from a range of carefully selected, permitted non-qualifying
holdings in investment trusts, open-ended investment companies (OEICs) and
money market funds.
Investment Manager's Interim Review
• Two new VCT qualifying private company holdings added to the
portfolio
• Follow on funding provided to 10 unlisted portfolio companies
Overview
During the first half of the financial year, the macroeconomic environment
remained challenging and growth prospects continue to be suppressed by
inflationary pressures and rising interest rates. Against this backdrop, it is
encouraging to report on the further progress that has been achieved by your
Company. After a sustained period of investment, the portfolio of investee
companies has increased in size and scale and now comprises of over 100
private and AIM quoted companies that operate in high growth sectors such as
cyber security, data analytics, healthcare, and Software-as-a-Service (SaaS),
where growth has been maintained despite the unsettled conditions in the wider
market.
Following the success of the recent fundraising, your Company has good levels
of liquidity to support the further expansion and development of the portfolio
through the completion of new investments and the provision of follow-on
funding to support those companies that are achieving commercial targets and
require additional capital to fully scale before progressing to an exit.
During the period, two new private companies were added to the portfolio, both
of which provide disruptive software solutions and operate in attractive
growth markets. Maven will generally only invest in companies that can
demonstrate meaningful commercial traction and the potential for further
strong revenue growth. This is often measured in terms of contracted annual
recurring revenue (ARR), which provides a degree of visibility on the growth
trajectory for each company. Maven's regional network of investment executives
continues to review a healthy pipeline of opportunities across a wide range of
sectors and, at the time of writing, there are a number of potential
investments which are at various stages of due diligence and legal contract.
Based on this pipeline, it is anticipated that there will be a good rate of
new investment during the second half of the financial year.
Your Company continues to follow a strategy focused on constructing a large
and sectorally diversified portfolio of dynamic and entrepreneurial private
and AIM quoted companies that operate in defensive or counter cyclical markets
where growth is less dependent on the conditions in the wider economy. Most
companies within the unlisted portfolio have continued to make positive
progress, with some of the more mature holdings now trading ahead of
pre-pandemic levels. In the earlier stage portfolio, the majority of companies
are meeting their commercial milestones, increasing ARR and achieving further
scale. Where there has been sustained positive performance, valuations have
been uplifted, however, the impact of improved revenues has been curtailed by
the well-publicised reduction in valuation multiples across public and private
markets, particularly in the technology sector.
During the period under review, AIM has continued to be affected by poor
investor sentiment towards smaller companies, particularly those that are
growth focused. Fundraising activity by AIM companies, and IPOs, has remained
at unusually low levels and when companies have been able to raise capital
through a secondary offer, many have done so at a discount to the prevailing
share price. These subdued market conditions have affected share prices across
your Company's AIM quoted portfolio where, in many cases, negative sentiment
has continued to outweigh positive newsflow and robust business fundamentals.
Whilst the Manager continues to believe that exposure to AIM offers a balanced
approach to long term portfolio construction, and the ability to generate
early liquidity if companies perform well, the Manager will remain cautious on
any new investments until there is clear evidence of a recovery in this
market.
The Manager maintains an active approach to portfolio management, with a view
to supporting investee companies throughout the period of ownership. The Maven
appointed board representative works closely with each unlisted portfolio
company that is considering, or is engaged in, a sale process, helping to
identify the most suitable corporate finance advisor and potential acquirers
that may be willing to pay a premium or strategic price for the business.
Whilst there have been no material realisations during the reporting period,
there remains a good level of external interest in a number of portfolio
companies and, based on historic trends, the Manager is optimistic that
M&A activity will resume when economic conditions stabilise.
Portfolio Developments
Private Company Holdings
Integrated drug discovery services provider BioAscent Discovery continues to
make strong progress and has consistently achieved double digit annual revenue
growth in each of the four years since your Company first invested. To
maintain this momentum, BioAscent is focused on expanding its range of
services and the near term objective is to move into complementary areas such
as custom protein production, immune-oncology and further translational
assays. As part of the long term growth strategy, and to ensure that the
business is able to meet the requirements of its global customer base,
BioAscent is in advanced discussions to achieve a significant increase in
laboratory and office space, whilst remaining at a single location in
Scotland. This additional space will enable the company to increase its market
presence by making the drug discovery process more efficient, which should
help it attract more clients and achieve further scale.
Graduate recruitment specialist Bright Network continues to make positive
progress, with revenues now in excess of £11 million and over 900,000 active
members. Its digital solution enables leading employers to identify, reach and
recruit high quality graduates and young professionals, and it has established
a leading market position. Working with over 300 partner firms such as Amazon,
Bloomberg, Google and Vodafone, it offers a comprehensive range of services,
including advice and support to assist its members in securing their first job
or internship, as well as providing access to a range of in-person networking
events. The business is committed to serving a diverse range of applicants and
it is encouraging to note that 79% of the membership base are state educated,
55% are female and 40% are from first generation university households. During
2021, the business launched its Technology Academy, which seeks to address the
digital skills shortage by providing high performing graduates with an
intensive software development training programme, and then deploying them in
client organisations. The Technology Academy has gained good commercial
traction and already has consultants deployed with Lloyds Bank and Marks and
Spencer. It was also recently named Learning Solution of the Year at the 2022
Tiara Talent Tech Star Awards, which recognise excellence in the recruitment
and talent acquisition industry.
Following a challenging period during the pandemic, when global electronic
component shortages and supply chain disruption impacted order fulfilment
capabilities, specialist manufacturer CB Technology has experienced a good
recovery, with sales now back to pre-pandemic levels. Over recent years, the
strategy to diversify the customer base away from a reliance on the oil &
gas sector has been successful, with new clients secured in sectors such as
communication, instrumentation and medical technology, where demand has
remained resilient. To support future growth, the business continues to make
strategic investments to ensure that it has the necessary infrastructure in
place to best serve its clients. As part of this initiative, it is currently
implementing a new enterprise resource planning (ERP) system, which will help
to improve operational efficiencies. With a strong orderbook, the prospects
for the year ahead are positive.
Over recent years, cybercrime has become an increasing threat to everyday
business activities, with most companies and organisations recognising the
need to implement robust defences. Against this backdrop, cyber security
specialist CYSIAM has made good progress. The business, which provides a 24/7
managed detection and response service, aims to reduce system security
breaches and stop ransomware attacks and is a preferred partner to public
sector organisations in the UK. The team at CYSIAM are experts in their field,
with a background in military intelligence, law enforcement and national
security, which has also enabled the business to launch a consultancy arm that
is gaining commercial traction. The consultants work with clients to help them
understand their security position and build appropriate cyber resilience.
CYSIAM has achieved good growth in the year to date and, with a good pipeline
of opportunities, the outlook is encouraging.
Following changes to the senior leadership team and the appointment of a new
CEO, data transfer specialist DiffusionData has delivered strong growth, with
ARR nearly doubling since your Company first invested in 2020. The business,
which provides a market leading platform to improve the speed, security and
efficiency of critical data transfer, is focused on the financial services,
gaming and internet of things (IoT) markets, where accurate and timely data
transfer is vital. DiffusionData has established a blue chip client base that
includes 188 Bet, Baker Technology, Betfair, Caesars, Lloyds Bank and William
Hill, with an objective for the year ahead of growing its market position. To
support this strategy, a new engineering and testing hub is being established
in Newcastle, which will create a number of local jobs and serve as a quality
and assurance centre to ensure that DiffusionData can maintain its high
standard of service delivery as it scales. In 2022, the business achieved
notable industry recognition for its innovative data platform, winning four
awards and being shortlisted for a further 12.
During the period under review, sustainable packaging manufacturer iPac has
continued to deliver a good rate of sales growth, and has a strong pipeline of
new opportunities. The business, which manufactures and supplies thermoformed
sustainable packaging solutions to the food and pharmaceutical sectors,
recently opened its sixth production line to accommodate increased demand. In
February 2023, it opened a new production and warehousing facility in County
Durham, which has created a number of local jobs and has capacity to house up
to eight new production lines, which will be phased in to meet client demand.
iPac continues to develop new products and its strategic objective is to move
into adjacent markets where there is demand for sustainable packaging
solutions. Given its strong and expanding product portfolio, coupled with
attractive ESG credentials, the business is well placed to continue to deliver
good growth in the year ahead.
Crematorium developer and operator Horizon Ceremonies continues to make good
operational and strategic progress. Since your Company first invested in 2017,
it has established a portfolio of three crematoria, all of which are trading
ahead of plan, and is continuing to build a strong market position. Whilst the
planning process for a new crematorium can be lengthy, there is a good
pipeline of opportunities at varying stages of the approval process. The
medium-term strategic objective remains to build a portfolio of modern,
technologically advanced crematoria that offer a professional and
compassionate service, whilst also meeting the highest environmental
standards, including the objective of achieving net zero status by 2025, and
to sell the business to a trade, private equity or infrastructure acquirer
when all sites are fully developed.
Since your Company first invested in December 2021, Liftango, a provider of
environmentally friendly transport planning solutions, has gained significant
commercial traction. The business, which enables clients such as corporates,
universities and public transport providers, to plan, launch and scale
sustainable transport solutions, including climate-positive carpooling,
fixed-route shuttles and on-demand buses, recently signed a five year contract
with National Express to digitalise its existing dial-a-ride service, adding
another client to an impressive blue chip list that includes Amazon, IKEA,
Tesla, Qantas and Volvo. During the period, Liftango received additional
funding from the Maven VCTs as part of a larger funding round supported by
existing investors. This further investment will help the business to increase
ARR by accelerating its international growth plan and capitalising on emerging
opportunities in Europe and North America, whilst also broadening its product
offering to existing regions and clients.
Digital archiving specialist MirrorWeb continues to deliver impressive revenue
growth and has increased ARR over 80% compared to the prior year. During the
period, the business received additional funding from the Maven VCTs to
support its expansion into the US, which is regarded as a pivotal market for
future growth. The international expansion is being led by the CEO, who
relocated to Austin, Texas in early 2023. The strategy for growth in the US
will focus on increasing sales by targeting large financial institutions and
compliance consultancies, where the need to archive digital communications is
either a regulatory or best practice requirement, and where MirrorWeb's
comprehensive and secure product offering provides a compelling solution. The
business will also continue to build its presence in the UK, where its blue
chip customer base includes Aegon, Baillie Gifford, the BBC, HM Treasury,
Tesco Bank and The National Archives.
During the period under review, Rockar, a developer of a disruptive digital
platform for buying new and used cars, has made positive progress and further
enhanced its position in the evolving automotive ecommerce market. The
business, which provides a white label cloud-based solution to help
manufacturers and retailers develop digital alternatives to replace or
complement existing showroom models, has achieved good commercial traction and
recently added Volvo to its existing client base, which includes BMW, Jaguar
Land Rover, Porsche and Toyota. The strategy for the year ahead remains
focused on building relationships with global automotive manufacturers to
enable the business to scale further.
Whilst the majority of companies in the unlisted portfolio have continued to
make positive progress, there are a small number that have not achieved their
commercial targets, largely as a result of conditions within the wider
economy. Specialist IT integrator Flow has experienced challenging trading
conditions resulting from hardware and component shortages, and a provision
against cost has been taken to reflect the lower than expected trading
performance.
Quoted Holdings
Global biopharmaceutical company Arecor Therapeutics reported results for the
full year to 31 December 2022, which were in line with market expectations.
Revenue more than doubled to £2.4 million, comprising £1.4 million from
formulation development and £1.0 million from product sales, enhanced by the
five month contribution from Tetris Pharma following its acquisition in August
2022. The cash position at the year end was comfortable at £12.8 million.
Operational developments during the year included positive results from the US
Phase I clinical trial of its ultra rapid insulin product, AT247, and the
commencement of a second Phase I trial of AT278, an ultra-rapid acting ultra
concentrate product for people with Type 2 diabetes, with results anticipated
in the fourth quarter of 2023. In the year ahead, the company anticipates
royalties from novel formulation AT220 to begin to filter through, following
its expected launch by a global pharma partner into a multi billion dollar
market. Arecor also noted that the commercial roll-out of Tetris Pharma's key
diabetes product, Ogluo, a glucagon pre-filled autoinjector pen, would
accelerate across key European territories during 2023.
In the year to 31 December 2022, ultrasound artificial intelligence (AI)
software and simulation company Intelligent Ultrasound recorded good growth,
with revenue up 33% to a record level of £10.1 million and gross profit
increasing 36% to £6.3 million. Operating losses reduced by 15% and cash at
the year end was £7.17 million, following an oversubscribed fundraising in
November 2022. Divisionally, simulation revenue grew by 28% to £9.4 million,
driven by strong sales on three key simulator platforms ScanTrainer (for
obstetrics and gynaecology training), HeartWorks (for echocardiography
training) and BodyWorks (a point of care simulator for emergency medicine and
critical care scenarios). Clinical AI revenues are beginning to gain
commercial traction, with revenues increasing by over 200% to nearly
£700,000. The division now has three AI driven software products, which will
help it to progress its Classroom to Clinic ultrasound expansion strategy. The
company highlighted a positive start to 2023, with growth achieved of both AI
and simulation related products and, post the fundraise, its anticipated that
the performance in the full year to the end of December 2023 will show further
progress towards its objective of achieving profitability by the end of 2024.
K3 Business Technology, a provider of business critical software focused on
fashion and apparel brands, reported results for the year to 30 November 2022,
which highlighted revenue growth of 5% to £47.5million, with recurring and
predictable revenue up 11% to £37.6 million and now accounting for 79% of
total revenue. EBITDA (earnings before interest, taxes, depreciation and
amortisation) increased by 16% to £5.1 million, with net cash at the period
end of £7.1 million. With respect to operational progress, the company noted
that its Third-party Solutions continue to generate a significant proportion
of recurring and predictable revenue, with Products, which has a strong track
record in the delivery of ERP and Point of Sale solutions, delivering an
encouraging underlying performance. The former is an increasingly important
area with legislation driving the adoption of sustainability solutions and, in
particular, supply chain traceability. K3 noted that the new financial year
had started well, continuing the momentum of the prior year.
Customer engagement software specialist Netcall announced interim results for
the six months to 31 December 2022, which reported a 19% increase in revenues
to £17.5 million driven by growth in both Intelligent Automation and Customer
Engagement solutions. Adjusted EBITDA rose 29% to £4.4 million and profit
before tax by 109%. The order backlog increased by 52% to £54.5 million, with
£30 million of this due to be delivered within the next 12 months, and cash
at the period end was £20.4 million. The main growth driver continues to be
Netcall's cloud offering, which is exploring how new technologies such as
ChatGPT and other generative AI models can help transform the automation
capabilities of its Liberty Platform. The positive trading momentum has
continued into the second half of the year, and the healthy pipeline provides
good visibility for the remainder of the year.
In the year to 31 December 2022, Water Intelligence, a leading provider of
minimally invasive water leak detection and repair solutions, delivered a
strong performance. Despite the macroeconomic volatility, revenue increased by
31% to $71.3 million, with adjusted EBITDA up 20% to $12.4 million, whilst
network sales, which are a proxy for market share, increased by 11% to $165
million. The net cash position at the year end was $6.2 million.
Notwithstanding the ongoing economic uncertainty, the company reiterated the
positive message of the first quarter trading update, stating that it had made
a good start to 2023, with revenue up 18% year on year to $19.4 million and
adjusted EBITDA up 11% to $3.5 million, and the outlook for the remainder of
the year was noted to be encouraging. Despite consistently reporting a solid
financial and operational performance, the share price of Water Intelligence
has been disappointing, demonstrating the impact of the sector wide de-rating.
The Manager remains optimistic in the long term growth strategy that is being
pursued by the company and will continue to monitor performance closely.
Liquidity Management
In line with the updated liquidity management strategy outlined in the
Chairman's Statement, during the reporting period a number of new investments
were completed in permitted non-qualifying investment trusts and money market
funds, the details of which can be found in the Investments table in the
Interim Report. The objective remains to build a focused portfolio of income
generating holdings to support the objective of maximising income from monies
held prior to investment, whilst ensuring that your Company remains compliant
with all aspects of the VCT legislation.
New Investments
During the reporting period, two new private companies were added to the
portfolio:
· iAM Compliant is a software company that has established a
strong position in the eLearning market and which operates through two core
divisions. The first, iAM Compliant, is a cloud-based estates and compliance
management platform, covering areas such as estates management, health and
safety, status reporting and premises checks. The division has achieved a good
rate of recurring revenue and maintains a high client retention rate. The
second division, iAM Learning, has developed a digital learning library that
contains over 275 continuing professional development (CPD) and Institute of
Occupational Safety and Health (IOSH) approved courses covering a wide range
of topics such as cyber security, leadership, mental health and safeguarding.
The courses are designed to be accessible and engaging, and existing clients
include Countrywide, DPD, Dunelm, Lotus Cars and Moonpig. The funding from the
Maven VCTs will enable the business to enhance product development, support
sales and marketing initiatives, and provide general working capital headroom.
· Manufacture 2030 (M2030) has developed a software solution to
assist large corporates with complex manufacturing supply chains to work with
their suppliers to measure and actively reduce carbon emissions. The platform
enables companies to collate environmental impact data and formulate reduction
strategies, whilst tracking progress and reporting this to their customers.
The business has developed a strong client base, including multi-nationals
such as Asda, Bayer, Ford, General Motors, Morrisons and SC Johnson. The
funding from the Maven VCTs is being used to expand M2030's market position in
key sectors such as automotive, chemical, pharmaceuticals and retail, and to
support further product development to enhance platform functionality.
The following investments have been completed during the reporting period:
Investment
cost
Investments Date Sector £'000
New unlisted
2 degrees Limited March 2023 Software & technology 997
(trading as Manufacture 2030)
iAM Compliant Limited May 2023 Learning & development/ recruitment technology 489
Total new unlisted 1,486
Follow-on unlisted
Delio Limited March 2023 Software & technology 300
Draper & Dash Limited (trading as RwHealth) April 2023 Pharmaceuticals, biotechnology & healthcare 250
Enpal Limited (trading as Guru Systems) April 2023 Software & technology 194
Horizon Technologies Consultants Limited February 2023 Industrial & engineering 500
Liftango Group Limited February 2023 Software & technology 600
MirrorWeb Limited February 2023 Software & technology 300
NorthRow Limited December 2022 Software & technology 136
(formerly Contego Solutions Limited)
Investment
cost
Investments (continued) Date Sector £'000
New unlisted (continued)
Relative Insight Limited May 2023 Marketing & advertising technology 200
Turnkey Group (UK) Holdings Limited March 2023 Software & technology 748
Zinc Digital Business Solutions Limited April 2023 Software & technology 51
Total follow-on unlisted 3,279
Total unlisted 4,765
Open-ended investment companies(1)
Royal London Short Term Fixed Income Fund (Class Y Income) February 2023 Money market fund 1,000
Royal London Short Term Money Market Fund (Class Y Income) March 2023 Money market fund 2,000
Total open-ended investment companies 3,000
Money market funds(1)
Aberdeen Standard Liquidity Fund (Lux) - Sterling Fund (Class K3) May 2023 Money market fund 1,000
Aviva Investors Sterling Liquidity Fund (Class 3) April 2023 Money market fund 1,003
BlackRock Institutional Sterling Liquidity Fund (Core) May 2023 Money market fund 1,000
Fidelity Institutional Liquidity Sterling Fund (Class F) March 2023 Money market fund 1,000
Goldman Sachs Sterling Government Liquid Reserves Ireland (Institutional) May 2023 Money market fund 1,000
HSBC Sterling Liquidity Fund (Class A) May 2023 Money market fund 1,000
Total money market funds 6,003
Investment
cost
Investments (continued) Date Sector £'000
Private equity investment trusts(1)
abrdn Private Equity Opportunities Trust PLC (formerly Standard Life Private March 2023 Investment trust 377
Equity Trust PLC)
Alliance Trust PLC May 2023 Investment trust 149
Apax Global Alpha Limited May 2023 Investment trust 225
HgCapital Trust PLC March 2023 Investment trust 499
ICG Enterprise Trust PLC May 2023 Investment trust 121
JPMorgan Global Growth & Income PLC May 2023 Investment trust 150
NB Private Equity Partners Limited March 2023 Investment trust 412
Total private equity investment trusts 1,933
Real estate investment trust(1)
Impact Healthcare REIT PLC May 2023 Investment trust 185
Total real estate investment trust 185
Infrastructure investment trusts(1)
3i Infrastructure PLC May 2023 Investment trust 320
BBGI Global Infrastructure S.A. May 2023 Investment trust 320
International Public Partnerships Limited May 2023 Investment trust 300
JLEN Environmental Assets Group Limited May 2023 Investment trust 320
Pantheon Infrastructure PLC March 2023 Investment trust 300
Total infrastructure investment trusts 1,560
Total investments 17,446
(1 ) Investments completed as part of the liquidity management
strategy, details of which can be found in the Interim Report.
At the period end, the portfolio contained 139 unlisted and quoted
investments, at a total cost of £61.29 million.
Realisations
The table below gives details of all realisations completed during the
reporting period:
Realisations Year Complete/ Cost of shares Value Sales Realised Gain/(loss) over 30
first partial exit disposed at 30 proceeds gain/ November
invested of November £'000 (loss) 2022 value
£'000 2022 £'000 £'000
£'000
Unlisted
ADC Biotechnology Limited(1) 2017 Complete - - 113 113 113
Ensco 969 Limited 2013 Partial 29 37 29 - (8)
(trading as DPP)(2)
Maven Co-invest Endeavour Limited Partnership(3) 2013 Complete 1 375 385 384 10
Optoscribe Limited(4) 2018 Complete - - 61 61 61
R&M Engineering Group Limited 2013 Complete 358 80 56 (302) (24)
Total unlisted 388 492 644 256 152
Total realisations 388 492 644 256 152
(1) Deferred consideration following the sale in March 2021.
(2) Proceeds from loan note repayment, excludes yield received, which is
disclosed as revenue for financial reporting purposes.
(3) Release of monies following the sale of the underlying company in June
2022.
(4) Deferred consideration following the sale in January 2022.
Outlook
With good levels of liquidity, your Company's strategy remains focused on growing and developing further the investee company portfolio. The pipeline of potential new investments across Maven's regional network of offices remains strong and it is anticipated that there will be a good rate of new investment through the second half of the year. The Manager will also continue to work closely with existing portfolio companies, particularly those that are growing rapidly and demonstrating the potential to create significant Shareholder value, to ensure that their value is maximised at the point of exit. This dual focus on portfolio expansion and value maximisation is aimed at ensuring a steady flow of profitable exits occur in support of the objective of providing Shareholders with regular tax free dividend payments.
On behalf of the Board
Maven Capital Partners UK LLP
Manager
24 July 2023
Investment Portfolio Summary
As at 31 May 2023
Investment Valuation Cost % of % of % of equity held by other clients(1)
£'000 £'000 total equity
assets held
Unlisted
Bright Network (UK) Limited 2,179 940 3.3 8.2 31.7
MirrorWeb Limited 2,157 1,300 3.3 8.7 41.1
Horizon Technologies Consultants Limited 1,826 1,296 2.8 5.5 11.7
Rockar 2016 Limited (trading as Rockar) 1,479 1,023 2.2 4.7 14.8
Delio Limited 1,327 948 2.0 4.0 9.6
Horizon Ceremonies Limited 1,298 660 2.0 3.6 49.1
(trading as Horizon Cremation)
DiffusionData Limited 1,186 725 1.8 3.2 13.3
(formerly Push Technology Limited)
Relative Insight Limited 1,185 800 1.8 4.6 27.1
Liftango Limited 1,147 1,147 1.7 3.4 10.5
GradTouch Limited 1,133 567 1.7 5.3 29.3
Nano Interactive Group Limited 1,126 625 1.7 3.7 11.2
BioAscent Discovery Limited 1,056 174 1.6 4.4 35.6
Precursive Limited 1,000 1,000 1.5 6.7 27.5
2 degrees Limited 997 997 1.5 3.5 7.6
(trading as Manufacture 2030)
Turnkey Group (UK) Holdings Limited 996 996 1.5 15.6 23.1
NorthRow Limited 979 979 1.5 4.9 27.3
(formerly Contego Solutions Limited)
mypura.com Group Limited (trading as Pura) 896 448 1.4 2.3 20.1
Enpal Limited (trading as Guru Systems) 891 891 1.3 7.5 14.1
CB Technology Group Limited 856 521 1.3 10.1 64.9
Draper & Dash Limited (trading as RwHealth) 847 847 1.3 2.9 10.6
Bud Systems Limited 846 846 1.3 4.8 12.2
Rico Developments Limited (trading as Adimo) 760 760 1.2 3.3 6.4
Hublsoft Group Limited 756 675 1.1 5.5 18.3
Plyable Limited 647 647 1.0 6.1 11.3
Summize Limited 647 647 1.0 4.2 28.9
CYSIAM Limited 630 373 1.0 6.5 13.5
Biorelate Limited 597 597 0.9 3.4 22.3
FodaBox Limited 597 597 0.9 2.0 3.0
Ensco 969 Limited (trading as DPP) 592 469 0.9 2.2 32.3
Whiterock Group Limited 561 321 0.8 5.2 24.8
As at 31 May 2023
Investment (continued) Valuation Cost % of % of % of equity held by other clients(1)
£'000 £'000 total equity
assets held
Unlisted (continued)
Novatus Global Limited 547 547 0.8 3.6 9.7
(formerly Novatus Advisory Limited)
WaterBear Education Limited 517 245 0.8 5.1 34.1
Glacier Energy Services Holdings Limited 509 643 0.8 2.5 25.2
ORCHA Health Limited 497 497 0.8 1.3 4.2
QikServe Limited 494 494 0.7 2.2 13.6
iAM Compliant Limited 489 489 0.7 6.3 32.5
Boomerang Commerce IQ 485 646 0.7 0.1 0.3
(trading as CommerceIQ)(2)
XR Games Limited 483 299 0.7 1.7 18.5
Reed Thermoformed Packaging Limited 477 448 0.7 2.5 9.9
(trading as iPac)
CODILINK UK Limited (trading as Coniq) 450 450 0.7 1.3 3.6
Filtered Technologies Limited 435 400 0.7 4.1 21.3
HiveHR Limited 413 413 0.6 6.0 38.6
Zinc Digital Business Solutions Limited 400 400 0.6 6.3 17.6
Vodat Communications Group 396 264 0.6 2.3 29.6
(VCG) Holding Limited
HCS Control Systems Group Limited 373 373 0.6 3.0 33.5
Flow UK Holdings Limited 350 498 0.5 6.0 29.0
ebb3 Limited 346 206 0.5 6.6 72.3
Kanabo GP Limited(3) 337 1,639 0.5 13.8 53.4
Servoca PLC(4) 322 138 0.5 0.7 -
RevLifter Limited 300 300 0.5 3.1 23.5
Cat Tech International Limited 299 299 0.5 2.9 27.2
Snappy Shopper Limited 298 298 0.5 0.4 1.3
Shortbite Limited (trading as Fixtuur) 290 484 0.4 6.5 50.8
Growth Capital Ventures Limited 275 264 0.4 4.8 42.6
Automated Analytics Limited 150 150 0.2 1.9 18.7
(formerly eSales Hub Limited)
The Algorithm People Limited 140 140 0.2 2.0 14.2
Project Falcon Topco Limited 126 126 0.2 0.3 2.6
(trading as Quorum Cyber)(5)
ISN Solutions Group Limited 98 250 0.1 3.6 51.4
LightwaveRF PLC(4) 40 74 0.1 0.9 0.9
Other unlisted investments 22 2,826 -
Total unlisted 41,552 37,116 62.9
As at 31 May 2023
Investment (continued) Valuation Cost % of % of % of equity held by other clients(1)
£'000 £'000 total equity
assets held
AIM/AQSE quoted
Water Intelligence PLC 1,001 163 1.6 1.2 -
Netcall PLC 390 26 0.6 0.2 -
Avingtrans PLC 368 54 0.6 0.3 -
Access Intelligence PLC 347 224 0.6 0.4 0.1
Concurrent Technologies PLC 317 161 0.6 0.7 -
K3 Business Technology Group PLC 251 238 0.4 0.5 -
Vianet Group PLC 240 405 0.4 1.1 0.3
GENinCode PLC 222 397 0.3 1.8 9.3
Arecor Therapeutics PLC 185 167 0.3 0.2 0.2
Synectics PLC 144 308 0.2 0.8 -
Intelligent Ultrasound Group PLC 132 118 0.2 0.4 1.5
Avacta Group PLC 94 13 0.1 - 0.1
Polarean Imaging PLC 94 246 0.1 0.2 0.4
Anpario PLC 86 57 0.1 0.2 -
Croma Security Solutions Group PLC 69 433 0.1 1.0 -
Feedback PLC 58 74 0.1 0.4 1.3
Directa Plus PLC 56 120 0.1 0.1 0.1
Crossword Cybersecurity PLC 52 150 0.1 0.6 1.5
Vertu Motors PLC 51 50 0.1 - -
Eden Research PLC 48 83 0.1 0.4 1.0
Destiny Pharma PLC 46 100 0.1 0.2 1.3
Saietta Group PLC 45 111 0.1 0.1 0.1
Velocys PLC 43 148 0.1 0.1 0.1
C4X Discovery Holdings PLC 42 40 0.1 0.1 0.8
SulNOx PLC 39 130 0.1 0.4 0.4
Gelion PLC 29 121 - 0.1 0.1
RUA Life Sciences PLC 28 229 - 0.3 1.3
Transense Technologies PLC 28 1,188 - 0.3 -
Egdon Resources PLC 26 48 - 0.1 -
Incanthera PLC 26 49 - 0.6 0.6
LungLife AI 26 114 - 0.3 0.2
As at 31 May 2023
Investment (continued) Valuation Cost % of % of % of equity held by other clients(1)
£'000 £'000 total equity
assets held
AIM/AQSE quoted (continued)
Verici Dx PLC 26 83 - 0.2 1.4
Oncimmune Holdings PLC 25 250 - 0.2 0.3
Merit Group PLC 22 450 - 0.2 -
Renalytix PLC 22 - - - -
XP Factory PLC (formerly Escape Hunt PLC) 16 26 - 0.1 0.1
ReNeuron Group PLC 12 150 - 0.4 1.7
Osirium Technologies PLC 10 199 - 0.6 1.0
Other quoted investments 19 4,574 -
Total AIM/AQSE quoted 4,735 11,497 7.2
Private equity investment trusts(6)
HgCapital Trust PLC 587 499 0.9 - 0.1
NB Private Equity Partners Limited 385 412 0.6 - -
abrdn Private Equity Opportunities Trust PLC (formerly Standard Life Private 368 377 0.6 - 0.1
Equity Trust PLC)
Apax Global Alpha Limited 212 225 0.3 - 0.1
JPMorgan Global Growth & Income PLC 149 150 0.2 - -
Alliance Trust PLC 148 149 0.2 - -
ICG Enterprise Trust PLC 127 121 0.2 0.1 0.1
Total private equity investment trusts 1,976 1,933 3.0
Real estate investment trust(6)
Impact Healthcare REIT PLC 191 185 0.3 - 0.1
Total real estate investment trust 191 185 0.3
Infrastructure investment trusts(6)
BBGI Global Infrastructure S.A. 311 320 0.5 - 0.1
JLEN Environmental Assets Group Limited 311 320 0.5 - 0.1
3i Infrastructure PLC 310 320 0.5 - -
Pantheon Infrastructure PLC 304 300 0.4 0.1 0.2
International Public Partnerships Limited 289 300 0.4 - -
Total infrastructure investment trusts 1,525 1,560 2.3
As at 31 May 2023
Investment (continued) Valuation Cost % of % of % of equity held by other clients(1)
£'000 £'000 total equity
assets held
Open-ended investment companies(6)
Royal London Short Term Money Market Fund (Class Y Income) 1,984 2,000 3.0 - -
Royal London Short Term Fixed Income Fund (Class Y Income) 1,001 1,000 1.5 - 0.1
Total open-ended investment companies 2,985 3,000 4.5
Money market funds(6)
Aviva Investors Sterling Liquidity Fund (Class 3) 1,003 1,003 1.6 - -
Aberdeen Standard Liquidity Fund (Lux) - Sterling Fund (Class K3) 1,000 1,000 1.5 - -
BlackRock Institutional Sterling Liquidity Fund (Core) 1,000 1,000 1.5 - 0.1
Fidelity Institutional Liquidity Sterling Fund 1,000 1,000 1.5 0.1 0.1
(Class F)
Goldman Sachs Sterling Government Liquid Reserves Ireland (Institutional) 1,000 1,000 1.5 0.3 0.3
HSBC Sterling Liquidity Fund (Class A) 1,000 1,000 1.5 - -
Total money market funds 6,003 6,003 9.1
Total investments 58,967 61,294 89.3
(1) Other clients of Maven Capital Partners UK LLP.
(2) This holding reflects the retained minority interest following the
sale of e.fundamentals (Group) Limited to CommerceIQ in July 2022.
(3) 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, which
completed in February 2022.
(4) This company delisted from AIM in a previous period.
(5) Retained minority interest following the sale of Quorum Cyber Security
Limited in December 2022.
(6) Liquidity management portfolio.
Shaded line indicates that the investment was completed pre November 2015.
Income Statement
For the six months ended 31 May 2023
Six months ended Six months ended Year ended
31 May 2023 31 May 2022 30 November 2022
(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 - (958) (958) - 773 773 - 2,082 2,082
Income from investments 234 - 234 263 - 263 514 - 514
Other income 132 - 132 4 - 4 60 - 60
Investment management fees (141) (424) (565) (221) (663) (884) (369) (1,109) (1,478)
Other expenses (246) - (246) (192) - (192) (485) - (485)
Net return on ordinary activities before taxation (21) (1,382) (1,403) (146) 110 (36) (280) 973 693
Tax on ordinary activities - - - - - - - - -
Return attributable to Equity Shareholders (21) (1,382) (1,403) (146) 110 (36) (280) 973 693
Earnings per share (pence) (0.01) (0.75) (0.76) (0.08) 0.06 (0.02) (0.16) 0.55 0.39
All gains and losses are recognised in the Income Statement.
The total column of this statement is the Profit & Loss Account of the
Company. The revenue and capital columns are supplementary to this and are
prepared under guidance published by the AIC. 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 2023 (unaudited)
Non-distributable reserves Distributable reserves Total
£'000
Share capital £'000 Share premium account £'000 Capital redemption reserve £'000 Capital reserve unrealised £'000 Capital reserve realised £'000 Special distributable reserve £'000 Revenue reserve £'000
At 30 November 2022 17,638 15,063 691 404 9,941 20,448 (1,734) 62,451
Net return - - - (1,181) 223 (424) (21) (1,403)
Dividends paid - - - - - (934) - (934)
Repurchase and (72) - 72 - - (240) - (240)
cancellation of shares
Net proceeds of 1,714 4,321 - - - - - 6,035
Share issue
Net proceeds of DIS issue* 29 73 - - - - - 102
At 31 May 2023 19,309 19,457 763 (777) 10,164 18,850 (1,755) 66,011
Six months ended 31 May 2022 (unaudited)
Non-distributable reserves Distributable reserves Total
£'000
Share capital £'000 Share premium account £'000 Capital redemption reserve £'000 Capital reserve unrealised £'000 Capital reserve realised £'000 Special distributable reserve £'000 Revenue reserve £'000
At 30 November 2021 17,635 14,527 484 6,543 1,720 29,308 (1,454) 68,763
Net return - - - (6,757) 7,530 (663) (146) (36)
Dividends paid - - - - - (1,751) - (1,751)
Repurchase and (116) - 116 - - (427) - (427)
cancellation of shares
Net proceeds of DIS issue* 50 135 - - - - - 185
At 31 May 2022 17,569 14,662 600 (214) 9,250 26,467 (1,600) 66,734
Year ended 30 November 2022 (audited)
Non-distributable reserves Distributable reserves Total
£'000
Share capital £'000 Share premium account £'000 Capital redemption reserve £'000 Capital reserve unrealised £'000 Capital reserve realised £'000 Special distributable reserve £'000 Revenue reserve £'000
At 30 November 2021 17,635 14,527 484 6,543 1,720 29,308 (1,454) 68,763
Net return - - - (6,139) 8,221 (1,109) (280) 693
Dividends paid - - - - - (7,022) - (7,022)
Repurchase and (207) - 207 - - (729) - (729)
cancellation of shares
Net proceeds of DIS issue* 210 536 - - - - - 746
At 30 November 2022 17,638 15,063 691 404 9,941 20,448 (1,734) 62,451
The capital reserve unrealised is generally non-distributable other than the
part of the reserve relating to gains/(losses) attributable to readily
realisable quoted investments which are distributable.
Where all, or an element of the proceeds of sales have not been received in
cash or cash equivalent, and are not readily convertible to cash, they do not
qualify as realised gains for the purposes of distributable reserves
calculations and, therefore, do not form part of distributable reserves.
*DIS represents the Dividend Investment Scheme as detailed in the Chairman's
Statement in the Interim Report.
The accompanying Notes are an integral part of the Financial Statements.
Balance Sheet
As at 31 May 2023
31 May 2023 31 May 2022 30 November 2022
(unaudited) (unaudited) (audited)
£'000 £'000 £'000
Fixed assets
Investments at fair value through profit or loss 58,967 42,421 43,090
Current assets
Debtors 615 430 602
Cash 6,657 24,278 19,303
7,272 24,708 19,905
Creditors
Amounts falling due within one year (228) (395) (544)
Net current assets 7,044 24,313 19,361
Net assets 66,011 66,734 62,451
Capital and reserves
Called up share capital 19,309 17,569 17,638
Share premium account 19,457 14,662 15,063
Capital redemption reserve 763 600 691
Capital reserve - unrealised (777) (214) 404
Capital reserve - realised 10,164 9,250 9,941
Special distributable reserve 18,850 26,467 20,448
Revenue reserve (1,755) (1,600) (1,734)
Net assets attributable to Ordinary Shareholders 66,011 66,734 62,451
Net asset value per Ordinary Share (pence) 34.18 37.98 35.40
The Financial Statements of Maven Income and Growth VCT 5 PLC, registered
number 04084875, were approved by the Board and were signed on its behalf by:
Graham Miller
Director
24 July 2023
The accompanying Notes are an integral part of the Financial Statements.
Cash Flow Statement
For the Six Months Ended 31 May 2023
Six months ended Six months ended Year ended
31 May 2023 31 May 2022 30 November 2022
(unaudited) (unaudited) (audited)
£'000 £'000 £'000
Net cash flows from operating activities (822) (855) (1,357)
Cash flows from investing activities
Purchase of investments (17,446) (4,612) (10,715)
Sale of investments 659 9,304 15,946
Net cash flows from investing activities (16,787) 4,692 5,231
Cash flows from financing activities
Equity dividends paid (934) (1,751) (7,022)
Issue of Ordinary Shares 6,137 185 746
Repurchase of Ordinary Shares (240) (427) (729)
Net cash flows from financing activities 4,963 (1,993) (7,005)
Net (decrease)/increase in cash (12,646) 1,844 (3,131)
Cash at beginning of period 19,303 22,434 22,434
Cash at end of period 6,657 24,278 19,303
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 2023 and the six
months ended 31 May 2022 comprises non- statutory accounts within the meaning
of S435 of the Companies Act 2006. The financial information contained in this
report has been prepared on the basis of the accounting policies set out in
the Annual Report and Financial Statements for the year ended 30 November
2022, which have been filed at Companies House and contained an Auditors'
Report which 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 generally non-distributable other than the part of
the reserve relating to gains/(losses) attributable to readily realisable
quoted investments which are 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 as a dividend. This reserve is
distributable.
3. Return per Ordinary Share
Six months ended 31 May 2023
The returns per share have been based on the following figures:
Weighted average number of Ordinary Shares 183,996,322
Revenue return (£21,000)
Capital return (£1,382,000)
Total return (£1,403,000)
Directors' Responsibility Statement
The Directors confirm that, to the best of their knowledge:
• the Financial Statements for the six months ended 31 May 2023
have been prepared in accordance with FRS 102, the Financial Reporting
Standard applicable in the UK and Republic of Ireland;
• the Interim Management Report, comprising the Chairman's
Statement and the Investment Manager's Interim Review, 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 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 2023, which was 193,101,989. A summary of investment
changes for the six months under review and an investment portfolio summary as
at 31 May 2023 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 6th Floor, Saddlers House,
44 Gutter Lane, London EC2V 6BR; and on the Company's website at:
mavencp.com/migvct5.
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.
By order of the Board
Maven Capital Partners UK LLP
Secretary
24 July 2023
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