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RNS Number : 5721Q Maven Income & Growth VCT PLC 18 October 2023
Maven Income and Growth VCT PLC
Interim results for the six months ended 31 August 2023 (unaudited)
The Directors are pleased to announce the unaudited Interim Management Report
for the six months ended 31 August 2023.
Highlights
· NAV total return at 31 August 2023 of 146.28p per share
· NAV at 31 August 2023 of 40.87p per share, after payment of
the 2023 final dividend of 1.15p per share in July 2023
· Interim dividend of 1.00p per share declared for payment on 1
December 2023
· Two new private companies and one AIM quoted holding added to the
portfolio, with follow-on funding provided to seven portfolio companies
· Post the period end, two new private company investments
completed
· Offer for Subscription closed, raising £6.74 million, with a
new fund raising launched in October 2023
Overview
During the first half of the financial year, the macroeconomic environment
remained challenging with growth prospects suppressed by inflationary
pressures and rising interest rates. Against this backdrop, it is encouraging
to report on the strategic progress that has been achieved by your Company.
Whilst NAV total return has reduced modestly, compared to the position at the
previous year end, most companies in the unlisted portfolio have continued to
deliver revenue growth and achieve their commercial milestones. Notably, the
performance across the early stage portfolio has been generally resilient,
which helps to validate the investment strategy that your Company has been
following for a number of years. The Board and the Manager recognise the
importance of regular tax free Shareholder distributions and an interim
dividend of 1.00p per share has been declared for payment in December 2023.
Whilst the outlook for the UK economy has improved slightly, during the
reporting period inflation remained stubbornly high and interest rates
continued to rise, which created a challenging operating environment for many
businesses and consumers. Notwithstanding the market conditions, your Company
has delivered a 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 emerging sectors where demand has continued to
grow. It is worthwhile noting that, across the portfolio, the level of
external debt remains low, which provides a degree of insulation against
further upward movements in interest rates and, furthermore, there is limited
direct exposure to consumer facing sectors. 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
continue to progress its long term investment objective.
In May 2023, your Company closed its most recent Offer for Subscription,
raising a total of £6.74 million for the 2022/23 and 2023/24 tax years. This
new capital provides additional 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
their commercial targets and require additional capital to fully scale before
progressing towards an exit. During the period, two new private companies were
added to the portfolio, both of which provide disruptive software solutions
and operate in growing end markets. Maven remains focused on identifying
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 revenues (ARR), which provides a degree of
visibility on a company's growth trajectory. Maven's regional network of
investment executives continues to review a healthy pipeline of opportunities
and, at the time of writing, there are several potential investments, across a
wide range of sectors, which are at various stages of due diligence and legal
contract. Based on this pipeline, it is anticipated that new investments will
be completed during the second half of this 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 attractive markets such as
Software-as-a-Service (SaaS), cyber security, data analytics and healthcare,
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, most companies are
meeting their commercial milestones, increasing ARR and achieving further
scale. Where there has been sustained positive performance, valuations have
been uplifted, although the impact has been moderated by the well-publicised
reduction in valuation multiples across public and private markets,
particularly within the technology sector.
The performance of the AIM portfolio has continued to be muted. Although some
listed markets have experienced a recovery, investor sentiment towards AIM
continues to be subdued and there has been limited IPO and new share issuance
activity to help stimulate demand. As a result of these market conditions, the
overall value of your Company's AIM portfolio has declined. For the majority
of holdings, the share price reductions reflect the general market volatility
that has persisted throughout the period as well as the reduced appetite for
investment in smaller, earlier stage growth businesses. The Board and the
Manager nevertheless believe that, over the long term, selective exposure to
AIM offers the potential to broaden the portfolio, as well as providing the
ability to generate early liquidity if companies perform well. During the
reporting period, a small position was taken in one new AIM quoted company
that operates in the growth area of personalised healthcare. The Manager will,
however, remain highly selective on any further 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.
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 adviser 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 period, there
remains a good level of external interest in several portfolio companies and,
based on historical trends, the Manager is optimistic that M&A activity
will resume when economic conditions stabilise.
Liquidity Management
As Shareholders will be aware from recent Annual and Interim Reports, your
Company has 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. Not less than 70% of a VCT's income must be derived from shares
or securities and, in order 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 this approach.
Following a whole of market review, the Manager has constructed a portfolio of
leading money market funds and investment trusts that will allow your Company
to maximise the income receivable on residual cash, 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, details of which can be found in the Investments table in
the Interim Report.
Interim Dividend
In respect of the year ending 29 February 2024, an interim dividend of 1.00p
per share will be paid on 1 December 2023 to Shareholders who are on the
register at 3 November 2023. Since the Company's launch, and after receipt of
this interim dividend, a total of 106.41p per share will have been paid in tax
free Shareholder distributions. It should be noted that 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, as a guide and subject to the considerations outlined above, will seek 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
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.
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.
In order for the DIS to apply in respect of the interim dividend that is due
to be paid on 1 December 2023, a mandate form must be received by the
Registrar (The City Partnership) before 17 November 2023, this being the
relevant dividend election date, and that election will apply in respect of
all future dividends until the Registrar is instructed to the contrary. The
mandate form, terms & conditions and full details of the scheme (including
tax considerations) are available from the Company's webpage 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/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.
Offers for Subscription
On 7 October 2022, your Company, alongside the other three Maven managed VCTs,
launched Offers for Subscription. The Offers closed on 26 May 2023 with your
Company raising a total of £6.74 million for the 2022/23 and 2023/24 tax
years.
With respect to the 2022/23 tax year, an allotment of 8,130,478 new Ordinary
Shares completed on 3 March 2023, with a further allotment of 4,986,813 new
Ordinary Shares on 5 April 2023. An allotment of 2,013,349 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 investments in VCT qualifying companies across a range
of sectors, 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.
As announced on 13 October 2023, the Company launched a new Offer for
Subscription alongside the three other Maven managed VCTs. Your Company has a
target raise of £5 million, with the ability to utilise an over- allotment
facility for up to a further £2.5 million. The Prospectus can be found at:
mavencp.com/vctoffer.
Portfolio Developments
Graduate recruitment specialist Bright Network continues to make positive
progress, with revenues now in excess of £11 million and over 900,000 active
members. Working with over 300 partner firms such as Amazon, Bloomberg, Google
and Vodafone, Bright Network offers a comprehensive range of services,
including advice and support to assist its members in securing their first job
or internship, as well as 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 its members 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. Over the past year, the Technology Academy has made good
progress and already has consultants deployed with Lloyds Bank and Marks &
Spencer. It was also named the Learning Solution of the Year at the 2022 Tiara
Talent Tech Star Awards, which recognise excellence in the recruitment and
talent acquisition industry. During the period, follow-on funding was provided
to support the targeted international expansion strategy, which has achieved a
successful launch in Germany.
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
implementing a new enterprise resource planning (ERP) system, which will help
to improve operational efficiency. With a strong orderbook, the outlook for
the year ahead is 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 commercial progress. The business provides a
24/7 managed detection and response service that aims to reduce system
security breaches and stop ransomware attacks. It is also a preferred partner
to public sector organisations in the UK. The CYSIAM team are experts in their
field, with backgrounds in military intelligence, law enforcement and national
security, which has enabled the business to launch a consultancy arm that is
making positive progress. Its consultants work with clients to help them
understand their security position and to build appropriate cyber resilience.
CYSIAM has achieved good growth during the year to date, and 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. To support the growth strategy, a new engineering and testing hub is
being established in Newcastle, which will serve as a quality and assurance
centre to ensure that DiffusionData can maintain its high standard of service
delivery. In 2022, the business achieved notable industry recognition for its
innovative data platform, winning four awards and being shortlisted for a
further twelve.
During the period under review, sustainable packaging manufacturer iPac
Packaging Innovations has continued to deliver a good rate of sales growth and
has a strong pipeline of new opportunities. The business manufactures and
supplies thermoformed sustainable packaging solutions to the food and
pharmaceutical sectors, and 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 capacity to house up to eight
new production lines that 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 further 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 the business 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,
and to sell the business to a trade, private equity or infrastructure acquirer
when all of the sites are fully developed.
Liftango, a provider of an environmentally friendly transport planning
solution, has achieved significant sales growth since your Company first
invested in December 2021. The business enables 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, and 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, Qantas, Tesla and
Volvo. The near term objective remains to accelerate international growth and
capitalise on emerging opportunities in Europe and North America, whilst also
broadening the product offering to existing customers and regions.
Digital archiving specialist MirrorWeb continues to deliver impressive revenue
growth. Having established the business in the UK, MirrorWeb is now focused on
expansion into the US, which is viewed as a pivotal market. The international
growth strategy is being led by the CEO, who relocated to Texas earlier this
year. The immediate focus is to increase 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 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 provides a white label cloud-based solution to help manufacturers and
retailers develop digital alternatives to replace or complement existing
showroom models and has recently added Volvo to a client base that 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. In specific cases, valuations have been reduced to reflect the lower
than expected trading performance and, consistent with Maven's proactive
approach to portfolio management, the Manager has been instrumental in helping
management teams to identify the specific issues facing their business and
implementing measures to help them return to growth.
New Investments
During the reporting period, two new private companies were added to the
portfolio:
• iAM Compliant is a software business that has established a
strong position in the eLearning market and has two distinct divisions that
operate independently. 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 business has achieved a good
rate of recurring revenue and maintains a high client retention rate. 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 reduce carbon emissions. The platform enables
companies to collate environmental impact data and formulate reduction
strategies, before tracking progress and reporting this to their customers.
M2030 has developed a strong client base, including multinationals such as
Asda, Bayer, Ford, General Motors, Morrisons and SC Johnson. The funding from
the Maven VCTs is being used to expand in key sectors such as automotive,
chemical, pharmaceuticals and retail, and to support further product
development to enhance the platform's functionality.
In addition, a small position was taken in AIM quoted biotechnology specialist
Oxford BioDynamics, which is developing precision medicine tests for
personalised healthcare. Your Company participated in the £5.6 million
fundraising, with the VCT investment being used to provide working capital to
support the development and commercialisation of the company's proprietary
technology. Shortly after the period end, Oxford BioDynamics released a
positive update to the market, which resulted in a material increase in the
share price. This created the opportunity to partially realise the holding at
a price that was significantly ahead of the entry level.
The table below gives details of the investments that were completed during
the reporting period:
Investment
cost
Investments Date Sector £'000
New unlisted
2 degrees Limited March 2023 Software & technology 698
(trading as Manufacture 2030)
iAM Compliant Limited May 2023 Learning & development/ recruitment technology 149
Total new unlisted 847
Follow-on unlisted
Bright Network (UK) Limited July 2023 Learning & development/ recruitment technology 224
Draper & Dash Limited April 2023 Pharmaceuticals, biotechnology & healthcare 75
(trading as RwHealth)
Enpal Limited (trading as Guru Systems) April 2023 Software & technology 191
Hublsoft Group Limited August 2023 Software & technology 55
Shortbite Limited (trading as Fixtuur) July 2023 Software & technology 100
Turnkey Group (UK) Holdings Limited(1) March & August 2023 Software & technology 421
Zinc Digital Business Solutions Limited(1) April & June 2023 Software & technology 104
Total follow-on unlisted 1,170
Total unlisted 2,017
New AIM quoted
Oxford BioDynamics PLC August 2023 Pharmaceuticals, biotechnology & healthcare 99
Total new AIM quoted 99
Total AIM quoted 99
Open-ended investment companies(2)
Royal London Short Term Fixed Income Fund (Class Y Income) June 2023 Money market fund 9
Royal London Short Term Money Market Fund (Class Y Income) June 2023 Money market fund 36
Total open-ended investment companies 45
Investments Date Sector Investment
cost
£'000
Money market funds(2)
Aberdeen Standard Liquidity Fund (Lux) - Sterling Fund (Class K3) May 2023 Money market fund 1,011
Aviva Investors Sterling Government Liquidity Fund August 2023 Money market fund 1,000
Aviva Investors Sterling Liquidity Fund (Class 3) June 2023 Money market fund 1,007
BlackRock Institutional Sterling Government Liquidity Fund (Core Dis) August 2023 Money market fund 1,000
BlackRock Institutional Sterling Liquidity Fund (Core) June 2023 Money market fund 1,007
Goldman Sachs Sterling Government Liquid Reserves Ireland (Institutional) June 2023 Money market fund 1,007
Total money market funds 6,032
Private equity investment trusts(2)
abrdn Private Equity Opportunities Trust PLC (formerly Standard Life Private March 2023 Investment trust 151
Equity Trust PLC)
Alliance Trust PLC May 2023 Investment trust 80
Apax Global Alpha Limited May 2023 Investment trust 50
HgCapital Trust PLC March 2023 Investment trust 400
ICG Enterprise Trust PLC June 2023 Investment trust 176
NB Private Equity Partners Limited March 2023 Investment trust 329
Total private equity investment trusts 1,186
Real estate investment trust(2)
Impact Healthcare REIT PLC June 2023 Investment trust 114
Total real estate investment trust 114
Infrastructure investment trusts(2)
3i Infrastructure PLC May 2023 Investment trust 150
BBGI Global Infrastructure SA May 2023 Investment trust 140
International Public Partnerships Limited May 2023 Investment trust 140
JLEN Environmental Assets Group Limited May 2023 Investment trust 150
Pantheon Infrastructure PLC May 2023 Investment trust 140
Total infrastructure investment trusts 720
Total investments 10,213
(1) Follow-on investment completed in two tranches.
(2) 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 comprised of 121 unlisted and quoted
investments, at a total cost of £49.41 million.
Realisations
The table below gives details of the realisations completed during the
reporting period:
Realisations Year first Cost of shares disposed of Value at Sales proceeds Realised Gain/(loss)
invested Complete/ £'000 28 February £'000 gain/ (loss) over
partial 2023 £'000 28 February 2023 value
exit £'000 £'000
Unlisted
ADC Biotechnology Limited(1) 2017 Complete - - 129 129 129
Cardinality Limited(2) 2021 Complete - - 20 20 20
Ensco 969 Limited (trading as DPP)(3) 2013 Partial 63 74 63 - (11)
Maven Co-invest Endeavour Limited Partnership(4) 2013 Complete 2 539 556 554 17
R&M Engineering Group Limited 2013 Complete 762 172 120 (642) (52)
Total unlisted 827 785 888 61 103
Money market funds
Aviva Investors Sterling Liquidity Fund (Class 3) 2023 Complete 1,007 1,007 1,007 - -
BlackRock Institutional Sterling Liquidity Fund (Core) 2023 Complete 1,007 1,007 1,007 - -
Total money market funds 2,014 2,014 2,014 - -
Total realisations 2,841 2,799 2,902 61 103
(1) Deferred consideration following the sale in March 2021.
(2) Deferred consideration following the sale in August 2022.
(3) Proceeds from loan note repayment exclude yield received, which is
disclosed as revenue for financial reporting purposes.
(4) Release of monies following the sale of the underlying company in June
2022.
Material Developments Since the Period End
Since 31 August 2023, two new private company holding(s) has/have been added
to the portfolio:
Drovo is a marketing technology business that specialises in on-vehicle
advertising. The business has developed a platform that uses digital roof-top
screens alongside an integrated software application to give companies and
marketing agencies superior insight into the effectiveness of advertising
reach. Its technology goes beyond traditional advertising, as the digital
screens can be adapted in real time, allowing products to be advertised based
on the location of the vehicle or potential customers. The funding by the
Maven VCTs is being used to enable the digital screen business to expand and
take advantage of a market opportunity, whilst also providing working capital
to support the business as it grows.
Laverock Therapeutics is a specialist pre-clinical drug discovery company that
has developed a gene silencing platform for use in the creation of next
generation cell therapies focusing on diabetes, solid tumour immunotherapy and
T-Cells. Its differentiated technology enables the development of cell
therapies that are stable and programmable, which offers scope to improve the
efficacy and safety, whilst also addressing many of the limitations of
existing approaches. The funding from the Maven VCTs is being used to validate
the core technology and generate pre-clinical data across key programmes.
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 2023 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 such as
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
investee 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.
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 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, subject to market conditions, availability liquidity and
the maintenance of the Company's VCT qualifying status, the Company should
seek to maintain a share price that is at approximately a 5% discount to the
latest published NAV per share.
Shareholders should be aware 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.
If a Shareholder wishes to buy or sell shares on the secondary market, they or
their broker can contact the Company's corporate 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 (quarter
end, half year or full year) 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
which may further restrict the Company's ability to buy back shares.
During the period under review, 984,000 shares were bought back at a total
cost of £390,000.
VCT 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 in the Chancellor's Mansion House speech on 10 July
2023. Through the VCTA the Manager will remain 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
when assessing all private company investments.
The Consumer Duty
In July 2023, the FCA's new Consumer Duty came into effect. This requires
firms that are subject to the new Consumer Duty rules to ensure that they are
acting to deliver good retail consumer outcomes and that their strategies,
governance, leadership and policies reflect this. Although the Consumer Duty
does not apply directly to the Company, the Manager, as an FCA authorised
firm, is within its scope and is providing the Directors with regular updates
on the work that has been undertaken to ensure that good outcomes are being
delivered for Shareholders.
Environmental, Social and Governance (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, recognising the benefits and importance of incorporating these
core principles into 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 discussed fully prior to the completion of any
investment. During the period under review, in recognition of the growth
within this area and the requirement to record and monitor detailed ESG
information across the portfolio, the Manager has invested additional resource
into its ESG capabilities.
The ESG regulatory landscape is evolving constantly, 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 TCFD is an objective of the Manager as part
of its approach to ESG.
Your Company has multiple investments in companies with strong ESG credentials
that are achieving growth in their markets, and the Manager is committed to
maintaining a responsible approach to new and existing investments. The
Manager continues to be an active signatory to the UN Principles for
Responsible Investment (UNPRI) and recently submitted its first UNPRI report
to demonstrate its ESG capabilities and commitment to the 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.
Outlook
With good levels of liquidity, your Company's strategy remains focused on
further growing and developing the investee company portfolio. After a quiet
first half of the year, the pipeline of potential new investments across
Maven's regional network of offices has improved and it is anticipated that
there will be a higher rate of new private company investment activity during
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 that 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
Secretary
18 October 2023
Summary of Investment Changes
For the Six Months Ended 31 August 2023
Valuation Net investment/ (disinvestment) Appreciation/ (depreciation) Valuation
28 February 2023 £'000 £'000 31 August 2023
£'000 % £'000 %
Unlisted investments
Equities 33,197 57.6 1,215 (1,150) 33,262 54.8
Loan stock 8,068 14.0 211 (76) 8,203 13.5
41,265 71.6 1,426 (1,226) 41,465 68.3
AIM/AQSE investments(1)
Equities 1,804 3.1 (128) 39 1,715 2.8
Listed investments(2)
Investment trusts 1,279 2.2 2,020 (47) 3,252 5.3
OEICs 3,005 5.2 45 14 3,064 5.0
Money market funds - - 4,018 - 4,018 6.6
Total investments 47,353 82.1 7,381 (1,220) 53,514 88.0
Net current assets 10,287 17.9 (3,093) - 7,194 12.0
Net assets 57,640 100.0 4,288 (1,220) 60,708 100.0
(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 open-ended investment companies (OEICs), investment trusts and
money market funds.
Investment Portfolio Summary
As at 31 August 2023
Investment Valuation £'000 Cost £'000 % of total assets % of equity held % of equity held by other clients(1)
Unlisted
Bright Network (UK) Limited 2,403 1,164 4.1 7.5 35.2
DiffusionData Limited (formerly Push Technology Limited)(2) 1,681 875 2.9 3.8 12.7
Horizon Ceremonies Limited (trading as Horizon Cremation) 1,535 788 2.5 4.2 48.5
MirrorWeb Limited 1,503 890 2.5 6.3 43.6
Rockar 2016 Limited (trading as Rockar) 1,404 948 2.3 4.2 15.3
Horizon Technologies Consultants Limited 1,326 796 2.2 5.5 11.7
NorthRow Limited (formerly Contego Solutions Limited) 1,179 1,179 1.9 6.5 25.7
GradTouch Limited 1,133 567 1.9 5.3 29.3
Nano Interactive Group Limited 1,126 625 1.9 3.7 11.2
Martel Instruments Holdings Limited 1,058 807 1.7 14.9 29.3
BioAscent Discovery Limited 1,056 174 1.7 4.4 35.6
Delio Limited 1,046 782 1.7 3.1 10.5
Precursive Limited 1,000 1,000 1.6 6.7 27.5
Relative Insight Limited 953 700 1.6 3.0 28.7
CB Technology Group Limited 951 579 1.6 11.2 63.8
mypura.com Group Limited (trading as Pura) 896 448 1.5 2.3 20.1
Enpal Limited (trading as Guru Systems) 888 888 1.5 7.5 14.1
Ensco 969 Limited (trading as DPP) 869 633 1.4 4.9 29.6
Vodat Communications Group Limited 852 567 1.4 5.0 26.9
Bud Systems Limited 846 846 1.4 4.8 12.2
HCS Control Systems Group Limited 843 846 1.4 6.9 29.6
Hublsoft Group Limited 812 730 1.3 5.5 18.3
XR Games Limited 805 497 1.3 2.8 17.4
Zinc Digital Business Solutions Limited 801 801 1.3 10.9 23.7
Rico Developments Limited (trading as Adimo) 760 760 1.3 3.3 6.4
Novatus Global Limited 746 746 1.2 5.0 8.3
2 Degrees Limited (trading as Manufacture 2030) 698 698 1.1 2.5 8.6
QikServe Limited 659 659 1.1 3.0 12.8
CYSIAM Limited 630 373 1.0 6.5 13.5
Cat Tech International Limited 623 627 1.0 6.0 24.0
Turnkey Group (UK) Holdings Limited 620 620 1.0 8.3 30.4
Liftango Group Limited 598 598 1.0 2.5 11.5
Whiterock Group Limited 561 321 0.9 5.2 24.8
Glacier Energy Services Holdings Limited 544 688 0.9 2.7 25.0
WaterBear Education Limited 517 245 0.9 5.1 34.1
ORCHA Health Limited 497 497 0.8 1.2 7.5
Plyable Limited 497 497 0.8 4.7 12.7
Reed Thermoformed Packaging Limited (trading as iPac Packaging Innovations) 477 448 0.8 2.5 9.9
Biorelate Limited 468 468 0.8 2.7 23.1
CODILINK UK Limited (trading as Coniq) 450 450 0.7 1.3 3.6
Summize Limited 448 448 0.7 2.9 30.2
Filtered Technologies Limited 435 400 0.7 4.1 21.3
ebb3 Limited 423 252 0.7 8.0 70.9
Flow UK Holdings Limited 420 598 0.7 7.3 27.7
Shortbite Limited (trading as Fixtuur) 390 584 0.6 7.5 67.4
Draper & Dash Limited (trading as RwHealth) 373 373 0.6 1.5 12.1
HiveHR Limited 346 346 0.6 4.4 40.2
Boomerang Commerce Inc (trading as CommerceIQ)(3) 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 1.0 4.0
Snappy Shopper Limited 298 298 0.5 0.4 1.3
TC Communications Holdings Limited 241 413 0.4 3.5 26.5
Automated Analytics Limited (formerly eSales Hub Limited) 150 150 0.2 1.9 18.7
iAM Compliant Limited 149 149 0.2 1.9 36.9
The Algorithm People Limited (trading as Optimize) 140 140 0.2 2.0 14.2
ISN Solutions Group Limited 127 323 0.2 4.6 50.4
Project Falcon Topco Limited (trading as Quorum Cyber)(4) 126 126 0.2 0.3 2.6
RevLifter Limited 100 100 0.2 1.0 25.6
LightwaveRF PLC(5) 40 74 0.1 0.9 0.9
Other unlisted investments 11 1,380 - - -
Total unlisted 41,465 34,017 68.3
Investment Valuation £'000 Cost £'000 % of total assets % of equity held % of equity held by other clients(1)
AIM/AQSE quoted
Kanabo Group PLC(6) 227 1,639 0.5 2.1 7.9
GENinCode PLC 205 397 0.4 1.8 9.3
Arecor Therapeutics PLC 137 167 0.3 0.2 0.2
Intelligent Ultrasound Group PLC 135 118 0.2 0.4 1.5
Destiny Pharma PLC 122 150 0.2 0.2 0.9
Oxford BioDynamics PLC 97 99 0.2 0.4 1.3
Avacta Group PLC 90 13 0.1 - 0.1
SulNOx PLC 70 130 0.1 0.4 0.4
Polarean Imaging PLC 60 246 0.1 0.2 0.4
Eden Research PLC 56 59 0.1 0.2 1.0
C4X Discovery Holdings PLC 48 40 0.1 0.1 0.8
Feedback PLC 45 74 0.1 0.4 1.3
Crossword Cybersecurity PLC 43 150 0.1 0.6 1.5
LungLife AI 40 82 0.1 0.2 0.3
Saietta Group PLC 37 111 0.1 0.1 0.1
Directa Plus PLC 34 120 0.1 0.1 0.1
Oncimmune Holdings PLC 29 236 - 0.2 0.3
Velocys PLC 27 148 - 0.1 0.1
Incanthera PLC 25 49 - 0.6 0.6
Vianet Group PLC 22 37 - 0.1 1.3
RUA Life Sciences PLC 21 149 - 0.6 1.1
Verici Dx PLC 21 83 - 0.1 1.4
Gelion PLC 20 121 - 0.1 0.1
Strip Tinning PLC 20 62 - 0.2 -
ReNeutron Group PLC 18 136 - 0.3 1.8
Osirium Technologies PLC 15 198 - 0.6 1
Hardide PLC 14 80 - 0.2 0.3
Seeen PLC 13 148 - 0.4 0.6
XP Factory PLC 13 26 - - 0.1
Other AIM/AQSE investments 11 282 - - -
Total AIM/AQSE quoted 1,715 5,350 2.8
Investment Valuation £'000 Cost £'000 % of total assets % of equity held % of equity held by other clients(1)
Private equity investment trusts(7)
HgCapital Trust PLC 518 434 0.8 - 0.1
abrdn Private Equity Opportunities Trust PLC (formerly Standard Life Private 380 349 0.6 0.1 0.2
Equity Trust PLC)
ICG Enterprise Trust PLC 311 289 0.6 - 0.1
NB Private Equity Partners Limited 306 329 0.5 - 0.3
HarbourVest Global Private Equity Limited 302 194 0.5 - -
CT Private Equity Trust PLC (formerly BMO Private Equity Trust PLC) 212 135 0.3 0.1 0.2
Pantheon International PLC 139 107 0.2 0.1 0.2
Apax Global Alpha Limited 133 121 0.2 - 0.1
Princess Private Equity Holding Limited 123 111 0.2 - 0.1
Alliance Trust PLC 83 80 0.1 - -
Total private equity investment trusts 2,507 2,149 4.0
Real estate investment trust(7)
Impact Healthcare REIT PLC 106 114 0.2 - -
Total real estate investment trust 106 114 0.2
Infrastructure investment trusts(7)
3i Infrastructure PLC 142 150 0.3 - -
BBGI Global Infrastructure SA 130 140 0.2 - -
International Public Partnerships Limited 128 140 0.2 - -
JLEN Environmental Assets Group Limited 122 150 0.2 - -
Pantheon Infrastructure PLC 117 140 0.2 - 0.1
Total infrastructure investment trusts 639 720 1.1
Open-ended investment companies(7)
Royal London Short Term Money Market Fund (Class Y Income) 2,050 2,036 3.4 - 0.1
Royal London Short Term Fixed Income Fund (Class Y Income) 1,014 1,009 1.6 - -
Total open-ended investment companies 3,064 3,045 5.0
Money market funds(7)
Aberdeen Standard Liquidity Fund (Lux) - Sterling Fund (Class K3) 1,011 1,011 1.7 - -
Goldman Sachs Sterling Government Liquid Reserves Ireland (Institutional) 1,007 1,007 1.7 0.4 0.8
Aviva Investors Sterling Government Liquidity Fund 1,000 1,000 1.6 - -
BlackRock Institutional Sterling Government Liquidity Fund (Core Dis) 1,000 1,000 1.6 - -
Total money market funds 4,018 4,018 6.6
Total investments 53,514 49,413 88.0
(1) Other clients of Maven Capital Partners UK LLP.
(2) John Pocock is executive chairman of this company.
(3) This holding reflects the retained minority interest following the sale of
e.fundamentals (Group) Limited to CommerceIQ in July 2022.
(4) Retained minority interest following the sale of Quorum Cyber Security
Limited in December 2022.
(5) This company delisted from AIM during a previous period.
(6) The holding in this investment resulted from the sale of The GP Service
(UK) Limited, which completed in February 2022. During the reporting period,
the unlisted shares in Kanabo GP Limited were, in accordance with the terms of
the original transaction, exchanged for shares in AIM quoted Kanabo Group PLC.
(7) Liquidity management portfolio.
Shaded line indicates that the investment was completed pre November 2015.
Income Statement
For the six months ended 31 August 2023
Six months ended Six months ended Year ended
31 August 2023 31 August 2022 28 February 2023
(unaudited) (unaudited) (audited)
Revenue Capital Total Revenue Capital Total Revenue Capital Total
£'000 £'000 £'000 £'000 £'000 £'000 £'000 £'000 £'000
(Losses)/gains on investments - (1,220) (1,220) - 60 60 - 2,449 2,449
Income from investments 380 - 380 325 - 325 587 - 587
Other income 106 - 106 11 - 11 91 - 91
Investment management fees (120) (482) (602) (121) (486) (607) (238) (952) (1,190)
Other expenses (261) - (261) (225) - (225) (545) - (545)
Net return on ordinary activities before taxation 105 (1,702) (1,597) (10) (426) (436) (105) 1,497 1,392
Tax on ordinary activities - - - - - - - - -
Return attributable to Equity Shareholders 105 (1,702) (1,597) (10) (426) (436) (105) 1,497 1,392
Earnings per share (pence) 0.07 (1.16) (1.09) (0.01) (0.32) (0.33) (0.08) 1.09 1.01
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
For the Six Months Ended 31 August 2023
Six months ended Non-distributable reserves Distributable reserves Total
31 August 2023 £'000
(unaudited)
Share capital Share premium account Capital redemption reserve Capital reserve unrealised Capital reserve realised Special distributable reserve Revenue reserve
£'000 £'000 £'000 £'000 £'000 £'000 £'000
At 28 February 2023 13,400 15,714 569 6,767 (154) 20,785 559 57,640
Net return - - - (1,211) (9) (482) 105 (1,597)
Dividends paid - - - - - (1,713) - (1,713)
Repurchase and cancellation of shares (98) - 98 - - (389) - (389)
Net proceeds of share issue 1,513 5,092 - - - - - 6,605
Net proceeds of DIS issue(1) 39 123 - - - - - 162
At 31 August 2023 14,854 20,929 667 5,556 (163) 18,201 664 60,708
Six months ended Non-distributable reserves Distributable reserves Total
31 August 2022 £'000
(unaudited)
Share capital Share premium account Capital redemption reserve Capital reserve realised Capital reserve realised Special distributable reserve Revenue reserve
£'000 £'000 £'000 £'000 £'000 £'000 £'000
At 28 February 2022 (restated)(2) 13,532 15,496 370 4,910 (746) 25,777 664 60,003
Net return (restated)(2) - - - (1,059) 1,119 (486) (10) (436)
Dividends paid - - - - - (1,693) - (1,693)
Repurchase and cancellation of shares (120) - 120 - - (556) - (556)
Net proceeds of DIS issue(1) 35 118 - - - - - 153
At 31 August 2022 (restated)(2) 13,447 15,614 490 3,851 373 23,042 654 57,471
Year ended Non-distributable reserves Distributable reserves
28 February 2023
(audited)
Total
£'000
Share capital Share premium account Capital redemption reserve Capital reserve realised Capital reserve realised Special distributable reserve Revenue reserve
£'000 £'000 £'000 £'000 £'000 £'000 £'000
At 28 February 2022 13,532 15,496 370 4,910 (746) 25,777 664 60,003
(restated)(2)
Net return - - - 1,857 592 (952) (105) 1,392
Dividends paid - - - - - (3,155) - (3,155)
Repurchase and cancellation of shares (199) - 199 - - (885) - (885)
Net proceeds of DIS issue(1) 67 218 - - - - - 285
At 28 February 2023 13,400 15,714 569 6,767 (154) 20,785 559 57,640
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 that 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.
The accompanying Notes are an integral part of the Financial Statements.
(1) DIS represents the Dividend Investment Scheme as detailed in the
Investment Manager's Review.
(2) The prior year net return split between capital reserve realised and
capital reserve unrealised has been restated to reflect the element of gains
recorded in the prior year that were not received in cash or cash equivalent,
and were not readily convertible to cash and, therefore, did not qualify as
realised gains for the purposes of distributable reserve calculations. The net
impact is a movement of £904,360 from capital reserve realised to capital
reserve unrealised. The adjustment had no impact on the balances at 28
February 2021.
Balance Sheet
As at 31 August 2023
31 August 2023 (unaudited) 31 August 2022 (unaudited) (restated) 28 February 2023
£'000 £'000 (audited)
£'000
Fixed assets
Investments at fair value through profit or loss 53,514 39,154 47,353
Current assets
Debtors 658 645 699
Cash 6,849 17,877 9,834
7,507 18,522 10,533
Creditors
Amounts falling due within one year (313) (205) (246)
Net current assets 7,194 18,317 10,287
Net assets 60,708 57,471 57,640
Capital and reserves
Called up share capital 14,854 13,447 13,400
Share premium account 20,929 15,614 15,714
Capital redemption reserve 667 490 569
Capital reserve - unrealised 5,556 3,851 6,767
Capital reserve - realised (163) 373 (154)
Special distributable reserve 18,201 23,042 20,785
Revenue reserve 664 654 559
Net assets attributable to Ordinary Shareholders 60,708 57,471 57,640
Net asset value per Ordinary Share (pence) 40.87 42.74 43.01
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
18 October 2023 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 2023
Six months ended 31 August 2023 (unaudited) Six months ended 31 August 2022 (unaudited) Year ended
£'000 £'000 28 February 2023
(audited)
£'000
Net cash flows from operating activities (339) (515) (1,083)
Cash flows from investing activities
Purchase of investments (10,213) (5,684) (12,145)
Sale of investments 2,902 2,834 3,479
Net cash flows from investing activities (7,311) (2,850) (8,666)
Cash flows from financing activities
Equity dividends paid (1,713) (1,693) (3,155)
Issue of Ordinary Shares 6,605 - -
Net proceeds of DIS issue 162 153 285
Repurchase of Ordinary Shares (389) (556) (885)
Net cash flows from financing activities 4,665 (2,096) (3,755)
Net decrease in cash (2,985) (5,461) (13,504)
Cash at beginning of period 9,834 23,338 23,338
Cash at end of period 6,849 17,877 9,834
The accompanying Notes are an integral part of the Financial Statements.
Notes to the Financial Statements
For the Six Months Ended 31 August 2023
1 Accounting policies
The financial information for the six months ended 31 August 2023 and the six
months ended 31 August 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 28
February 2023, 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 generally non-distributable other than the part of
the reserve relating to gains/(losses) attributable to readily realisable
quoted investments that 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 August 2023
The returns per share have been based on the following figures:
Weighted average number of Ordinary Shares 146,815,611
Revenue return £105,000
Capital return (£1,702,000)
Total return (£1,597,000)
Directors' Responsibility Statement
The Directors confirm that, to the best of their knowledge:
• the Financial Statements for the six months ended 31 August 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 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 29 February 2024; 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 2023 has been calculated using the
number of Ordinary Shares in issue of 148,542,742.
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, 6th Floor,
Saddlers House, 44 Gutter Lane, London EC2V 6BR.
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
18 October 2023
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