REG - Maven Inc &Grwth VCT - Half-year Report
04/11/2022 11:15
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RNS Number : 3800F Maven Income & Growth VCT PLC 04 November 2022
Maven Income and Growth VCT PLC
Interim results for the six months ended 31 August 2022 (unaudited)
The Directors are pleased to announce the unaudited Interim Management Report
for the six months ended 31 August 2022.
Highlights
• NAV total return at 31 August 2022 of 145.90p per share
• NAV at 31 August 2022 of 42.74p per share
• Interim dividend of 1.10p per share declared
• Five new private company investments added to the portfolio, with a
further four completed after the period end
• Four profitable private company realisations completed
• Offer for Subscription launched in early October 2022
Overview
Against a backdrop of inflationary pressure and global economic uncertainty,
it is encouraging to report on the steady progress that has been achieved by
your Company during the first half of the financial year. Whilst most
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 is
attributed to the general volatility within listed markets, which has impacted
the value of your Company's AIM quoted portfolio. Conversely, across the
unlisted portfolio, there are a growing number of earlier stage holdings that
are gaining commercial traction and achieving scale, which has resulted in
uplifts to certain valuations. There has also been a good level of realisation
activity, with a number of investee companies attracting acquisition interest
from domestic and international buyers, which has resulted in four profitable
private company exits during the first half of the year. Further to this
realisation activity, and consistent with the objective of making regular
tax-free distributions, an interim dividend of 1.10p per share has been
declared for payment in early December 2022. Your Board remains committed to
ensuring that Shareholders receive an annual dividend of around 5% of NAV, in
line with the stated dividend policy.
During the period under review, the impact of the pandemic has largely
receded, with most global economies experiencing an initial surge in activity
due to pent up demand. However, the invasion of Ukraine had a destabilising
impact on economic growth, with financial markets and commodity prices
expected to remain volatile. Over recent months, global prices and energy
costs have risen sharply, and it is likely that inflation will remain a
persistent feature for some time to come. Furthermore, the full extent of the
cost of living crisis on discretionary consumer spending within the UK is not
yet known. It is, therefore, worthwhile noting that your Company's investment
strategy continues to be focused primarily on defensive areas such as
software, cybersecurity, data analytics and medical technology, where investee
companies with exposure to these sectors have continued to deliver revenue
growth as they are generally less susceptible to inflationary pressures. It is
also important to note that, as a result of the considered approach taken by
Maven in structuring 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 to assist with any specific issues that may
arise.
Notwithstanding the macroeconomic conditions, your Company has made further
strategic progress in line with the objective of building a large and
sectorally diversified portfolio of private and AIM quoted companies that have
the potential to achieve scale and generate a capital gain on exit. Throughout
the period, the Manager has continued to see good demand for equity investment
from ambitious, growth focused businesses across all of its regional offices.
In addition to the five new private companies 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 maintains 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 in the
portfolio have continued to deliver revenue growth during the period under
review which, in certain cases, has merited an uplift to valuations, to
reflect the progress that has been achieved.
Over recent years, as part of the broader investment strategy, your Company
has been investing in AIM alongside the core private equity focus, with the
objective of constructing a diversified portfolio that is balanced between
earlier stage private companies, growth focused AIM quoted holdings and more
mature unlisted 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 enable your Company to gain
exposure to dynamic and complementary sectors such as new battery technology,
renewable energy, biotech or medtech. Whilst most of the AIM quoted 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 global financial markets since the
turn of the year.
This has been an active period for realisations, with the completion of four
profitable private company exits. In March, the holding in energy services
specialist RMEC was realised through the sale to an Aberdeen based trade
acquirer, generating a total return of 2.3x cost over the life of the
investment. In June, the residual holding in insurance broker Global Risk
Partners (Maven Co-invest Endeavour) was realised through the sale to a US
listed insurance broker, generating a further return of 1.2x cost and a total
money multiple to 3.4x cost over the life of the investment. In July, the exit
from the holding in consumer brand analytics provider e.fundamentals completed
with a sale to a US based private equity backed trade consolidator, generating
an initial cash return of 1.0x cost in addition to an equity stake in the
enlarged group, which has the potential to generate a further return in the
future. In early August, the holding in telecom data analytics software
provider Cardinality was realised through the sale to a Finnish telecoms
business, with the exit generating a total return of 1.5x cost over a holding
period of 18 months.
As the early stage portfolio matures, the Manager is gaining greater clarity
on the holdings that have the potential to deliver future growth in
Shareholder value. It is encouraging to note 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. Further details can be found in the Portfolio Developments section
of this Interim Report.
Interim Dividend
In respect of the year ending 28 February 2023, an interim dividend of 1.10p
per Ordinary Share will be paid on 2 December 2022 to Shareholders on the
register at 4 November 2022. Since the Company's launch, and after receipt of
this latest dividend, 104.26p per share will have 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
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.
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, by completing a DIS mandate. In order for the DIS to apply to the
interim dividend that is due to be paid on 2 December 2022, the DIS mandate
must be received by the Registrar (The City Partnership) before 18 November
2022, this being the related 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/migvct. 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 7 October 2022, the Company announced the launch of an Offer for
Subscription alongside the three other Maven managed VCTs, with the Prospectus
being published and made available on the Manager's website.
The Directors are confident that Maven's regional office network has the
capacity and capability to continue to source attractive investment
opportunities in VCT qualifying companies, and that 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.
Portfolio Developments
Integrated drug discovery service provider BioAscent Discovery continues to
make encouraging progress across all business lines and is maintaining its
impressive growth rate. Since the Maven VCTs first invested in 2018, the
business has achieved an average 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 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 has achieved a fourfold increase in ARR since your
Company first invested. The business has developed a powerful database that
enables the top UK based university undergraduates and recent graduates to
connect with leading employers. Bright Network offers a comprehensive range of
services, including providing advice and support to assist its members through
their job or internship search process, as well as offering bespoke in-person
networking events. The platform has grown strongly and currently has over
700,000 members, with diversity and inclusion being actively monitored and
promoted. Bright Network works with over 300 partner firms including Amazon,
Bloomberg, Clifford Chance, Dyson, Google and Vodafone, and its platform is
endorsed by organisations such as the Confederation of British Industry, 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 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. Delio currently has over £26 billion
of live deals on its platform and has added further new clients this year,
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. This new 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.
Horizon Ceremonies has made 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. 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 services provided. The third facility, in the
suburbs of Glasgow, opened in mid-December 2021 and there are two further
sites in the near term pipeline. The planning appeal process at Oxted in
Surrey is ongoing and a planning application has been submitted for Hooton,
near Chester. The medium term 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
encouraging commercial progress and has achieved good revenue growth through
the addition of new clients. Employee engagement is becoming an increasingly
important component of effective management within any organisation. HiveHR's
cloud based software 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 remainder of the
year will be to continue to expand the business and accelerate growth in ARR.
Marketing technology provider Nano Interactive continues to deliver good
revenue growth. The business has established a strong position in the "intent
targeting" market, where it uses 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 specific 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 meaningful progress over the past year, adding to 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. The near term strategic objective is to develop its presence in the
US, which should help deliver sustained revenue growth and achieve scale.
In the year to date, language analytics software specialist Relative Insight
has maintained an impressive growth rate, increasing its ARR and expanding the
client base. The business recently secured Series B funding from another
institutional investor, which provided 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
text data and to increase the effectiveness of advertising and marketing
campaigns. Its 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 division
in May 2021, Rockar is now focused exclusively on developing and expanding its
technology platform, including currently working on projects with
manufacturers such as BMW and Jaguar Land Rover, and is progressing
discussions with several others. There continues to be a rapid acceleration in
the move to digitalise the automotive market, which is one of the few
remaining major retail sectors to fully embrace a technological solution, and
Rockar remains at the forefront in terms of its capabilities and expertise.
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
their commercial objectives and where the value of the investment 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, which are a health and safety requirement, the
current high oil price has resulted in deferred shutdowns at key client sites
and a delay to the scheduled programme of works. A provision has been taken
against the value of the holding. In addition, the value of the holdings in
Boiler Plan and Honcho Markets have been written down in full. Whilst both
companies offered technology backed solutions in their respective markets they
experienced challenging trading during the pandemic.
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, five new VCT qualifying private companies were added to the
portfolio:
• iPac is an established designer and manufacturer of sustainable
thermoformed plastic packaging, which is used by the food and pharmaceutical
sectors. The business is led by an experienced management team with
significant sector expertise, having previously achieved two successful trade
exits. Whilst operating in a traditional sector, iPac is at the leading edge
of sustainable manufacturing. All of 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 its 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.
• 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 terms
assignments) and also provides bespoke regulatory software. Novatus 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 to reconcile
trades, which is viewed as a key growth market. The VCT funding is being used
to progress product development, particularly within the software side of the
business.
• ORCHA is a global leader in curating and managing accredited
pathways, which enable private, local and national health systems to adopt
digital solutions to support healthcare professionals in recommending digital
health apps to patients. ORCHA's Digital Health Library contains over 6,000
reviewed apps and operates in 12 countries, including the UK, Canada and parts
of Europe, helping health and care organisation, national health bodies,
educational centres and charities. ORCHA's management team is supported by
highly experienced board of advisors, which includes former Tesco CEO Sir
Terry Leahy, who is also an investor in the business. The VCT funding is being
used to further develop the core technology and support expansion into new
markets, specifically the US.
• XR Games is a developer of virtual reality (VR) and augmented
reality (AR) games, and which creates mobile and console-based games under
licence and as a work-for-hire studio. Through a licence agreement with Sony
Pictures, XR has developed the VR game Angry Birds Movie 2 VR: Under Pressure,
which was released for PlayStation and launched alongside the movie Angry
Birds 2, and more recently 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: corporate, government, retail, and security and facilities
management. Zinc's solution, which provides real time 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 more than 20
countries, with a strong client list that includes B&Q, City of London
Police and the Environment Agency. The VCT funding is being used to enhance
the sales and marketing function, and to progress product development.
In addition, a small investment was completed in AIM quoted Verici Dx, a
developer of advanced clinical diagnostic tests that help to understand how a
patient is responding to a kidney transplant. Your Company participated in the
£10 million fundraising, which completed in March 2022. The investment is
being used to progress in the development of Verici's third commercial
product, scale up business operations in advance of commercialisation of the
first two products and provide funding to support research and development in
complementary growth markets, as well as providing general working capital.
The following investments have been completed during the reporting period:
Investment
cost
Investments Date Sector £'000
New unlisted
Boomerang Commerce Inc July 2022 Software 451
(trading as Commerce IQ)(1)
Novatus Advisory Limited July 2022 Business services 746
Orcha Health Limited March 2022 Pharmaceuticals, biotechnology & healthcare 497
Reed Thermoformed Packaging Limited (trading as iPac) March 2022 Business services (manufacturing) 448
XR Games Limited July 2022 Software 497
Zinc Digital Business Solutions Limited June 2022 Software 697
Total new unlisted 3,336
Follow-on unlisted
Atterley.com Holdings Limited(2) April, June & July 2022 Software 177
Contego Solutions Limited April 2022 Software 245
(trading as NorthRow)
HiveHR Limited(3) March & April 2022 Software 17
MirrorWeb Limited May 2022 Software 450
Precursive Limited March 2022 Software 500
Push Technology Limited May 2022 Data analytics 350
Rico Developments Limited June 2022 Marketing & advertising technology 325
(trading as Adimo)
Rockar 2016 Limited (trading as Rockar) July 2022 Software 14
Shortbite Limited (trading as Fixtuur) August 2022 Software 169
Total follow-on unlisted 2,247
Total unlisted 5,583
Follow-on quoted
Verici Dx PLC March 2022 Pharmaceuticals, biotechnology & healthcare 82
Total follow-on quoted 82
Total investments 5,665
(1) This holding represents the retained minority interest following the sale
of e.fundamentals (Group) Limited to CommerceIQ.
(2) Follow-on investment completed in three tranches.
(3) Follow-on investment completed in two tranches.
At the period end, the portfolio stood at 104 unlisted and quoted investments,
at a total cost of £36.31 million.
Realisations
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 the sale formally completing in June following
regulatory approval. The acquisition enables Brown & Brown to establish
itself in the UK retail insurance sector, where it did not previously 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 resulted in a full exit from this investment and generated a further
return equivalent to 1.2x the original cost, taking the total money multiple
return to 3.4x cost over the life of the investment.
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, despite the various challenges within its operating environment, RMEC
delivered a consistently strong performance. 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 2.3x cost
over the life of the investment, inclusive of all income payments.
In July, the holding in consumer brand data analytics provider e.fundamentals
was realised with the sale to Commerce IQ, a Californian private equity backed
trade consolidator. Since your Company first invested in 2018, e.fundamentals
has achieved rapid growth, consistent with the acceleration in online grocery
and household shopping during the pandemic, which helped to generate a sixfold
increase in recurring revenues. The exit achieved an initial cash return of
1.0x cost, plus an equity stake in the enlarged business, which has the
potential to deliver a further return in the future.
In early August, the holding in telecom date analytics provider Cardinality
was realised through the sale to Elisa Polystar, a Finnish telecoms business.
During a relatively short period of investment, Cardinality demonstrated
steady growth and made meaningful progress in developing its software
platform, which ultimately helped it to gain the attention of an international
trade acquirer. The exit generated a total return of 1.5x cost over a holding
period of 18 months.
The table below gives details of all the realisations completed during the
reporting period.
Sales Year first Complete/ Cost of Value Sales Realised Gain/(loss)
invested partial shares at 28 proceeds gain/ over 28
exit disposed February £'000 (loss) February
of 2022 £'000 2022
£'000 £'000 value
£'000
Unlisted
Cardinality Limited 2021 Complete 796 796 1,176 380 380
e.fundamentals (Group) Limited 2019 Complete 444 791 943 499 152
RMEC Group Limited(1) 2014 Complete 463 754 714 251 (40)
Other unlisted - - 3 3 3
Total unlisted 1,703 2,341 2,836 1,133 495
Quoted
Angle PLC 2015 Partial 6 7 14 8 7
Total quoted 6 7 14 8 7
Total sales 1,709 2,348 2,850 1,141 502
(1) Proceeds exclude yield and redemption premiums received, which are
disclosed as revenue for financial reporting purposes.
Material Developments Since the Period End
Since 31 August 2022, four new private company holdings have been added to the
portfolio:
· Bud Systems is a leading provider of learning management software to
the apprenticeship training sector. Bud's platform provides a full "end to
end" solution covering all aspects of the apprenticeship process, including
onboarding, training delivery, progress monitoring and reporting to sponsoring
employers. Clients include a mix of corporate and training companies such as
Capita and the Royal Navy. The VCT investment is being used to enhance product
functionality, including developing new features to target the rapidly growing
adult education market and the degree apprenticeships sector.
· Plyable is a developer of a proprietary software platform that uses
AI and machine learning to automate the design, quoting and manufacture of
composite tooling for clients in the automotive, aerospace and marine markets.
The bespoke nature of Plyable's solution enables its customers to benefit from
a reduction in material costs and faster manufacturing times, which is
beneficial to both production flows and, from a cost and environmental
perspective, reduces wastage. The investment is being used to develop new
product functionality, increase customer and supplier support in Europe and
North America, and strengthen the management team through a number of specific
appointments.
· Summize is a provider of a contract lifecycle management software
that makes it easier for customers to manage, review and create legal
contracts. Summize is seamlessly integrates with existing software
applications such as MS Word, Sharepoint and Google Chrome and can be utilised
by any enterprise that uses or works with contracts. Over the past year the
business has achieved good growth in ARR and has a strong client list which
includes Johnson Hana, Kloeckner & Co, NBrown and Vodafone. The investment
is being used to progress product and platform development, and to accelerate
sales and marketing in the UK and US.
· Turnkey is a provider of a modular, customisable ESG risk management
software solution for clients in the financial services, supply chain and
corporate sustainability markets. The platform uses real-time data and in
depth analytics to help firms to record, analyse and benchmark ESG data in
order to meet regulatory requirements and enhance financial performance.
Turnkey operates in the UK and Singapore, and the investment is being used to
support further scaling of the existing business and its processes, expand
sales and broaden the customer support team.
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.
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 the risk register that is 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, with fluctuating interest rates, fuel and energy costs, and the
availability of bank finance, all likely to 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, availability liquidity and the maintenance of the Company's
VCT qualifying status.
During the period under review, 1,200,000 shares were bought back at a total
cost of £556,000.
VCT Regulatory Update
During the period under review, there were no further amendments to the rules
governing VCTs, with the Spring Budget on 23 March 2022 not proposing any
changes to VCT legislation. However, under the VCT scheme approved by the
European Commission in 2015, a "sunset clause" was introduced and provided
that income tax relief would no longer be available on VCT subscriptions made
on or after 6 April 2025, unless the legislation was renewed by an HM Treasury
order. On 23 September 2022, the Chancellor delivered a mini-budget as part of
a presentation of the Government's Growth Plan for the UK, which included a
commitment to extend the income tax relief available on new VCT beyond 2025
although, at this stage, further details have still to be confirmed.
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, during the period, your Company completed an investment
in iPac, a designer and manufacturer of sustainable plastic packaging for the
UK food sector, which has strong ESG credentials and is achieving good growth
as part of a wider move towards sustainable packaging. It is also worthwhile
noting that your Company's exposure to the energy services sector has been
reducing over recent years. Following sale of RMEC, the exposure is now
approximately 5% 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
growth strategy with emerging market trends.
Outlook
Your Company has continued to make steady progress during the first half of
the financial year, and the new Offer for Subscription will provide further
liquidity to enable your Company to continue to deliver its investment
objective. 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 focussed 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
4 November 2022
Summary of Investment Changes
For the Six Months Ended 31 August 2022
Valuation Net investment/ (disinvestment) Appreciation/ (depreciation) Valuation
28 February 2022 £'000 £'000 31 August 2022
£'000 % £'000 %
Unlisted investments
Equities 23,657 39.4 2,251 858 26,766 46.6
Loan stock 7,614 12.7 538 127 8,279 14.4
31,271 52.1 2,789 985 35,045 61.0
AIM/AQSE investments*
Equities 2,996 5.0 68 (712) 2,352 4.1
Listed investments
Investment trusts 1,970 3.3 - (213) 1,757 3.1
Total investments 36,237 60.4 2,857 60 39,154 68.2
Net current assets 23,766 39.6 (5,449) - 18,317 31.8
Net assets 60,003 100.0 (2,592) 60 57,471 100.0
*Shares traded on the Alternative Investment Market (AIM) and the Aquis Stock
Exchange (AQSE).
Investment Portfolio Summary
As at 31 August 2022
Investment Valuation Cost % of total % of equity held by
£'000 £'000 assets other clients(1)
% of
equity
held
Unlisted
Bright Network (UK) Limited 1,655 940 2.9 8.4 29.5
Delio Limited 1,588 782 2.8 3.2 9.0
Martel Instruments Holdings Limited 1,538 807 2.7 14.9 29.3
Relative Insight Limited 1,505 700 2.6 3.7 25.6
Rockar 2016 Limited (trading as Rockar) 1,349 919 2.3 4.6 17.0
Horizon Ceremonies Limited (trading as Horizon Cremation) 1,184 788 2.1 4.2 48.5
Nano Interactive Group Limited 1,126 625 2.0 3.7 11.2
Contego Solutions Limited (trading as NorthRow) 1,043 1,043 1.8 6.5 25.7
Vodat Communications Group (VCG) Holding Limited (formerly Vodat 1,024 567 1.8 4.2 22.6
Communications Group Limited)
Precursive Limited 1,000 1,000 1.7 4.3 17.3
MirrorWeb Limited 982 800 1.7 3.3 37.7
CB Technology Group Limited 951 579 1.7 11.8 67.2
Horizon Technologies Consultants Limited 900 796 1.6 5.5 11.7
Push Technology Limited(2) 875 875 1.5 2.8 8.5
Ensco 969 Limited (trading as DPP) 798 733 1.4 4.9 29.6
Rico Developments Limited (trading as Adimo) 760 760 1.3 3.3 6.4
Novatus Advisory Limited 746 746 1.3 5.0 8.3
Enpal Limited (trading as Guru Systems) 697 697 1.2 7.5 14.1
Zinc Digital Business Solutions Limited 697 697 1.2 10.5 11.3
Whiterock Group Limited 676 321 1.2 5.2 24.8
QikServe Limited 659 659 1.1 3.0 12.8
BioAscent Discovery Limited 651 174 1.1 4.4 35.6
Cat Tech International Limited 627 627 1.1 6.0 24.0
HCS Control Systems Group Limited 611 846 1.1 6.9 29.6
Flow UK Holdings Limited 598 598 1.0 7.3 27.7
Atterley.com Holdings Limited 575 575 1.0 5.0 12.7
GradTouch Limited 567 567 1.0 6.2 33.9
Glacier Energy Services Holdings Limited 544 688 0.9 2.7 25.0
Maven Co-invest Endeavour Limited Partnership (invested in Global Risk 539 2 0.9 8.8 91.2
Partners)(3)
WaterBear Education Limited 517 245 0.9 5.1 34.1
XR Games Limited 497 497 0.9 2.8 17.4
Orcha Health Limited 497 497 0.9 5.0 5.0
HiveHR Limited 476 317 0.8 5.2 33.7
CODILINK UK Limited (trading as Coniq) 450 450 0.8 1.3 3.6
mypura.com Group Limited (trading as Pura) 448 448 0.8 2.1 16.7
Reed Thermoformed Packaging Limited 448 448 0.8 2.5 9.9
(trading as iPac)
Filtered Technologies Limited 435 400 0.8 4.1 21.3
Liftango Group Limited 398 398 0.7 2.6 12.2
Hublsoft Group Limited 375 300 0.7 4.7 26.5
CYSIAM Limited 373 373 0.6 6.5 13.5
Kanabo GP Limited(4) 363 1,639 0.6 2.6 64.6
ebb3 Limited 340 252 0.6 6.0 52.6
Boomerang Commerce Inc (trading as CommerceIQ)(5) 338 451 0.6 0.1 0.4
Growth Capital Ventures Limited 300 288 0.5 5.3 42.1
FodaBox Limited 299 299 0.5 2.2 8.7
Draper & Dash Limited (trading as RwHealth) 298 298 0.5 1.5 12.1
Snappy Shopper Limited 298 298 0.5 0.4 1.4
Shortbite Limited (trading as Fixtuur) 290 484 0.5 1.5 23.4
TC Communications Holdings Limited 241 413 0.4 3.5 26.5
R&M Engineering Group Limited 172 762 0.3 8.6 62.0
Automated Analytics Limited 150 150 0.3 1.7 16.9
(formerly eSales Hub Limited)
ISN Solutions Group Limited 127 323 0.2 4.6 50.4
Project Falcon Topco Limited 126 126 0.2 0.4 2.6
(trading as Quorum Cyber)(6)
The Algorithm People Limited 100 100 0.2 2.1 14.8
RevLifter Limited 100 100 0.2 1.1 19.3
Intilery.com Limited 75 75 0.1 0.6 58.6
LightwaveRF PLC(7) 40 74 0.1 0.9 0.9
Other unlisted investments 9 917
Total unlisted 35,045 31,333 61.0
AIM/AQSE quoted
GENinCode PLC 291 397 0.6 1.8 9.2
Polarean Imaging PLC 242 246 0.5 0.2 0.5
Arecor Therapeutics PLC 200 167 0.3 0.3 0.3
Crossword Cybersecurity PLC 138 150 0.2 0.8 1.9
Saietta Group PLC 134 111 0.2 0.1 0.1
Velocys PLC 117 148 0.2 0.1 0.1
Oncimmune Holdings PLC 114 236 0.2 0.2 0.4
Avacta Group PLC 108 13 0.2 - 0.1
Destiny Pharma PLC 88 150 0.2 0.4 1.4
Directa Plus PLC 70 120 0.1 0.1 0.1
SulNOx PLC 70 130 0.1 0.5 0.5
Intelligent Ultrasound Group PLC 69 51 0.1 0.2 1.6
Gelion PLC 65 121 0.1 0.1 0.1
C4X Discovery Holdings PLC 64 40 0.1 0.1 0.9
Feedback PLC 58 74 0.1 0.4 1.3
RUA Life Sciences PLC 56 149 0.1 0.6 1.1
Angle PLC 54 50 0.1 - 0.1
LungLife AI 54 82 0.1 0.2 0.3
Diurnal Group PLC 51 62 0.1 0.1 0.4
ReNeuron Group PLC 51 136 0.1 0.3 1.8
Verici Dx PLC 45 83 0.1 0.1 1.4
Osirium Technologies PLC 40 198 0.1 2.5 4.5
Eden Research PLC 37 59 0.1 0.3 1.1
Seeen PLC 30 148 0.1 0.7 1.1
Incanthera PLC 28 49 - 0.6 0.6
Hardide PLC 23 80 - 0.2 0.4
Strip Tinning PLC 22 62 - 0.2 -
Vianet Group PLC 17 37 - 0.1 1.4
XP Factory PLC (formerly Escape Hunt PLC) 9 26 - 0.1 0.1
Trackwise Designs PLC 7 17 - 0.1 0.4
Other AIM/AQSE quoted investments - 217
Total AIM/AQSE quoted 2,352 3,609 4.1
Private equity investment trusts
HarbourVest Global Private Equity Limited 382 250 0.7 - 0.1
abrdn Private Equity Opportunities Trust PLC 320 251 0.6 0.1 0.1
(formerly Standard Life Private Equity Trust PLC)
Pantheon International PLC 222 176 0.4 - 0.1
CT Private Equity Trust PLC 200 155 0.3 0.1 0.4
(formerly BMO Private Equity Trust PLC)
ICG Enterprise Trust PLC 193 153 0.3 - 0.2
Princess Private Equity Holding Limited 183 158 0.3 - 0.2
HgCapital Trust PLC 112 64 0.2 - 0.1
Apax Global Alpha Limited 89 71 0.2 - 0.1
Total private equity investment trusts 1,701 1,278 3.0
Real estate investment trusts
Regional REIT Limited 56 87 0.1 - 0.1
Total real estate investment trusts 56 87 0.1
Total investments 39,154 36,307 68.2
(1) Other clients of Maven Capital Partners UK LLP.
(2) John Pocock is executive chairman of this company.
(3) The holding in the underlying company (Global Risk Partners) was exited in
full during the period under review.
(4) This holding resulted from the sale of The GP Service (UK) Limited in a
share exchange. In line with IPEV Guidelines, the valuation of the holding
reflects the market value as at 31 August 2022.
(5) This holding reflects the retained minority interest following the sale of
e.fundamentals (Group) Limited to CommerceIQ.
(6) This holding reflects the retained minority interest following the sale of
Quorum Cyber Security Limited.
(7) This company delisted from AIM during a previous period.
Income Statement
For the Six Months Ended 31 August 2022
Six months ended Six months ended Year ended
31 August 2022 31 August 2021 28 February 2022
(unaudited) (unaudited) (audited)
Revenue Capital Total Revenue Capital Total Revenue Capital Total
£'000 £'000 £'000 £'000 £'000 £'000 £'000 £'000 £'000
Gains on investments - 60 60 - 3,641 3,641 - 3,817 3,817
Income from investments 325 - 325 449 - 449 764 - 764
Other income 11 - 11 2 - 2 6 - 6
Investment management fees (121) (486) (607) (97) (388) (485) (215) (858) (1,073)
Other expenses (225) - (225) (153) - (153) (544) - (544)
Net return on ordinary (10) (426) (436) 201 3,253 3,454 11 2,959 2,970
activities before taxation
Tax on ordinary activities - - - (12) 12 - (14) 14 -
Return attributable to Equity Shareholders (10) (426) (436) 189 3,265 3,454 (3) 2,973 2,970
Earnings per share (pence) (0.01) (0.32) (0.33) 0.14 2.46 2.60 - 2.22 2.22
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
For The Six Months Ended 31 August 2022
Six months ended 31 August 2022 (unaudited)
Non-distributable reserves Distributable reserves
Share Capital Share premium account Capital redemption reserve Capital reserve unrealised Capital reserve realised Special distributable reserve Revenue reserve Total
£'000 £'000 £'000 £'000 £'000 £'000 £'000 £'000
At 28 February 2022 13,532 15,496 370 4,006 158 25,777 664 60,003
Net return - - - (1,059) 1,119 (486) (10) (436)
Dividends paid - - - - - (1,693) - (1,693)
Repurchase and (120) - 120 - - (556) - (556)
cancellation of shares
Net proceeds of DIS issue 35 118 - - - - - 153
At 31 August 2022 13,447 15,614 490 2,947 1,277 23,042 654 57,471
Six months ended 31 August 2021 (unaudited)
Non-distributable reserves Distributable reserves
Share Capital Share premium account Capital redemption reserve Capital reserve unrealised Capital reserve realised Special distributable reserve Revenue reserve Total
£'000 £'000 £'000 £'000 £'000 £'000 £'000 £'000
At 28 February 2021 9,128 150 212 881 (534) 29,835 871 40,543
Net return - - - 4,691 (1,050) (376) 189 3,454
Dividends paid - - - - - (1,157) (204) (1,361)
Repurchase and (40) - 40 - - (170) - (170)
cancellation of shares
Net proceeds of share issue 4,505 15,155 - - - - - 19,660
Net proceeds of DIS issue 29 93 - - - - - 122
At 31 August 2021 13,622 15,398 252 5,572 (1,584) 28,132 856 62,248
Year ended 28 February 2022 (audited)
Non-distributable reserves Distributable reserves
Share Capital Share premium account Capital redemption reserve Capital reserve unrealised Capital reserve realised Special distributable reserve Revenue reserve Total
£'000 £'000 £'000 £'000 £'000 £'000 £'000 £'000
At 28 February 2021 9,128 150 212 881 (534) 29,835 871 40,543
Net return - - - 3,125 692 (844) (3) 2,970
Dividends paid - - - - - (2,530) (204) (2,734)
Repurchase and (158) - 158 - - (684) - (684)
cancellation of shares
Net proceeds of share issue 4,505 15,155 - - - - - 19,660
Net proceeds of DIS issue 57 191 - - - - - 248
At 28 February 2022 13,532 15,496 370 4,006 158 25,777 664 60,003
The accompanying Notes are an integral part of the Financial Statements.
Balance Sheet
As at 31 August 2022
31 August 2022 (unaudited) 31 August 2021 (unaudited) 28 February 2022
£'000 £'000 (audited)
£'000
Fixed assets
Investments at fair value through profit or loss 39,154 38,163 36,237
Current assets
Debtors 645 581 658
Cash 17,877 23,544 23,338
18,522 24,125 23,996
Creditors
Amounts falling due within one year (205) (40) (230)
Net current assets 18,317 24,085 23,766
Net assets 57,471 62,248 60,003
Capital and reserves
Called up share capital 13,447 13,622 13,532
Share premium account 15,614 15,398 15,496
Capital redemption reserve 490 252 370
Capital reserve - unrealised 2,947 5,572 4,006
Capital reserve - realised 1,277 (1,584) 158
Special distributable reserve 23,042 28,132 25,777
Revenue reserve 654 856 664
Net assets attributable to Ordinary Shareholders 57,471 62,248 60,003
Net asset value per Ordinary Share (pence) 42.74 45.70 44.34
The Financial Statements of Maven Income and Growth VCT PLC, registered number
03908220, were approved and authorised for issue by the Board of Directors on
4 November 2022 and were signed on its behalf by:
John Pocock
Director
The accompanying Notes are an integral part of the Financial Statements.
Cash Flow Statement
For the Six Months Ended 31 August 2022
Six months ended 31 August 2022 (unaudited) Six months ended 31 August 2021 (unaudited) Year ended
£'000 £'000 28 February 2022 (audited)
£'000
Net cash flows from operating activities (515) (229) (752)
Cash flows from investing activities
Purchase of investments (5,684) (5,160) (9,892)
Sale of investments 2,834 1,145 7,955
Net cash flows from investing activities (2,850) (4,015) (1,937)
Cash flows from financing activities
Equity dividends paid (1,693) (1,361) (2,734)
Issue of Ordinary Shares - 19,660 19,660
Net proceeds of DIS issue 153 122 248
Repurchase of Ordinary Shares (556) (170) (684)
Net cash flows from financing activities (2,096) 18,251 16,490
Net (decrease) / increase in cash (5,461) 14,007 13,801
Cash at beginning of period 23,338 9,537 9,537
Cash at end of period 17,877 23,544 23,338
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 August 2022 and the six
months ended 31 August 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 on the basis of the accounting policies set
out in the Annual Report and Financial Statements for the year ended 28
February 2022, 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 as a dividend. This reserve is
distributable.
3. Return per Ordinary Share
Six months ended
31 August 2022
The returns per share have been based on the following figures:
Weighted average number of Ordinary shares 134,704,798
Revenue return (£10,000)
Capital return (£426,000)
Total return (£436,000)
Directors' Responsibility Statement
The Directors confirm that, to the best of their knowledge:
• the Financial Statements for the six months ended 31 August 2022
have been prepared in accordance with FRS 102, the Financial Reporting
Standard applicable in the UK and 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 risks and
uncertainties facing the Company during the second six months, of the year
ending 28 February 2023; 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 at 31 August 2022 has been calculated using the
number of Ordinary Shares in issue of 134,472,165.
A full copy of the Interim Report and Financial Statements will be issued to
Shareholders. 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 and at the registered office of the Company, 5th Floor,
1-2 Royal Exchange Buildings, London EC3V 3LF.
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
4 November 2022
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