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RNS Number : 1867J Triple Point Venture VCT PLC 23 October 2024
23 October 2024
Triple Point Venture VCT Plc
(the "Company")
RESULTS FOR THE SIX MONTHS ENDED 31 AUGUST 2024
The Directors of Triple Point Venture VCT plc are pleased to announce the
unaudited results for the six months ended 31 August 2024.
You may view the Interim Report in due course on the Triple Point
website: www.triplepoint.co.uk (http://www.triplepoint.co.uk/) . Please note
that page numbers in this announcement are in reference to the Interim Report.
FOR FURTHER INFORMATION ON THE COMPANY, PLEASE CONTACT
Triple Point Investment Management LLP Tel: 020 7201 8989
(Investment Manager)
Seb Wallace
Jack Rose
The Company's LEI is 213800AOOAQA5XQDEA89
Further information on the Company can be found on its website
https://www.triplepoint.co.uk/current-vcts/triple-point-venture-vct-plc/s2539/
(https://www.triplepoint.co.uk/current-vcts/triple-point-venture-vct-plc/s2539/)
NOTES:
The Company is a Venture Capital Trust incorporated in July 2010 and was
established to fund small and medium sized enterprises. The Investment Manager
is Triple Point Investment Management LLP.
Financial Summary
Six months ended 31 August 2024 (unaudited) Year ended 29 February 2024 (audited) Six months ended 31 August 2023 (unaudited)
Net assets £'000 71,149 62,196 53,541
Net asset value per share Pence 97.61 98.55 99.61
Profit/(loss) before tax £'000 821 (785) (1,377)
Earnings/(loss) per share Pence 1.17 (1.46) (2.71)
Cumulative return to shareholders
Net asset value per share Pence 97.61 98.55 99.61
Total dividends paid Pence 13.00 11.00 9.00
Net asset value plus dividends paid (Total Return) (1) Pence 110.61 109.55 108.61
(1) Total Return comprises current Net Asset Value plus total Dividends paid
to date. Total Return is defined as an Alternative Performance Measure
("APM"). Total Return, calculated by reference to the cumulative dividends
paid plus net asset value (excluding tax reliefs received by Shareholders), is
the primary measure of performance in the VCT industry.
Triple Point Venture VCT plc ("the Company") is a Venture Capital Trust
("VCT"). The Investment Manager is Triple Point Investment Management LLP
("TPIM" or "Investment Manager"). The Company was incorporated in July 2010.
On 31 July 2024, the sixth Venture Share offer closed having raised gross
proceeds of £19.0 million and issued a total of 19,123,328 Venture Shares.
This takes gross proceeds raised to date to £76.7 million with 73,366,928
Venture Shares having been issued.
Key Highlights
( )
Venture Share Net Asset Value per Venture Share
Cumulative Dividends Paid
13.00p 97.61
2.00p dividends paid during the period (Period ended 29 February 2024: 98.55p)
Total Return per Venture Share (1) Deployment
110.61p £4.3m
Total Return for the Venture Shares includes cumulative dividends paid of Total funds deployed during the six-month period to 31 August 2024 (year ended
13.00 pence per share 29 February 2024: £11.9m)
Fundraising Ongoing Charges Ratio
£19.0m 3.17%
Total gross proceeds raised under the sixth Venture Share offer which closed The ongoing charges ratio is a ratio of annualised
on 31 July 2024
ongoing charges expressed as a percentage of
average net asset values throughout the period
(2024: 3.23%)
Chair's Statement
I am delighted to present the Interim Report for the Company for the period
ended 31 August 2024. This is my first report as Chair and on behalf of the
whole Board I wish to extend our sincere gratitude to my predecessor Jane Owen
for her leadership and service to the Company, including guiding it through
the successful launch of the Venture share class which is now the sole focus
of the Company.
On behalf of the whole Board, I would also like to extend our sincere
gratitude to Ian McLennan, who has now stepped down as Head of Ventures. Ian
has played an integral part in the Company's success to date and we thank him
for his stewardship over the past five years. Ian has not fully departed from
TPIM or the Company, but has transitioned into a part-time role within the
Venture team. Ian will continue to play a key role in the leadership of the
Company and we are pleased to be keeping his wealth of experience and
expertise available to the Company. We are delighted to report that he has
been succeeded in the role by Seb Wallace, who has been working alongside Ian
in managing the Company over the past few years. Seb co-founded the Venture
Share Class alongside Ian in 2019 and has played a crucial role in the
development and management of the Company since its inception. Seb has the
Board's full support and we look forward to continuing to work with Seb in the
coming years.
The portfolio has continued to grow through the period, having made three new
qualifying investments and three follow-on investments, at a total value
invested of £4.3 million. Further information on the Company's investment
portfolio can be found below and in the Investment Manager's Review on pages
10 to 12.
Offer for subscription of Venture Shares
The last Offer for Subscription of Venture Shares closed on 31 July 2024. The
Board is pleased to announce that the Offer raised total net proceeds of
£18.5 million and resulted in the issuance of 19,123,328 new Venture Shares.
On behalf of the Board, I would like to welcome all new Shareholders and to
thank the existing Shareholders for their continued support.
The Board and the Investment Manager believe that the level of venture
investment opportunity in our chosen sectors continues to be promising. The
Company has announced that it is seeking to raise a further £10 million (with
a £20 million over-allotment facility), to continue investing in early-stage
businesses with strong, long-term growth potential. The Offer for Subscription
opened on 4 September 2024 and will close on 4 April 2025 for the 24/25 tax
year, and 31 July 2025 for 25/26 tax year, or earlier if fully subscribed.
Venture Portfolio
The Company's funds at 31 August 2024 were 69.3% deployed in a portfolio of
VCT qualifying and non-qualifying unquoted investments. It continues to
comfortably meet the qualifying condition that 80% of new funds raised must be
invested into qualifying investments by the Company year-end of the period
three years after the funds are allotted.
Since inception, £44.9 million has been deployed into 54 qualifying growth
companies which are supporting innovation and employment in the UK economy. We
estimate that our portfolio companies employ over 2,200 people, a number we
are proud of. I also note that the diversification of the portfolio, in terms
of the number of venture investments, is commensurate or indeed greater than
that of several of our larger competitors.
We made six investments in the half-year period under review, three of which
were additional funding supporting our existing portfolio companies. In fact,
since inception, the Company has provided almost £12 million in follow-on
funding to 24 portfolio businesses across 32 transactions. This reflects the
continued maturing of our portfolio. While all these investments involved
software services or platforms, the end-customers of the start-ups we have
backed are spread across a diverse range of sectors. The largest of which are
FinTech, Health, Logistics technology and software supporting HR management.
Readers will be aware that we have seen continued optimism about the potential
growth opportunities from Artificial Intelligence (AI). Within the portfolio,
there are a number of companies where AI is becoming increasingly intrinsic to
the services that their software can deliver to their customers. Our view is
that there is a significant element of hype around a few AI businesses and
what AI can achieve in the short term. However, we also believe that AI looks
set to have a major impact on business and society in the medium term. As an
example from within our own portfolio, Nory, which provides AI-enabled
software for hospitality businesses to manage their business and restaurant
operations, closed a £12 million Series A funding round during the period led
by top European Venture Capital Fund, Accel. This investment round follows a
very successful year for Nory after the Company's initial investment in April
2023.
Furthermore, there are many other portfolio companies where AI is being used
to enhance efficiencies and evolve products, providing additional revenue
streams. One example of this is Aptem, which recently launched 'Aptem
Enhance'. Enhance contains a suite of products that leverage AI to replace
repetitive admin tasks carried out by tutors. We expect this trend to
continue, and this is an area that the Investment Manager continues to explore
for new potential investment opportunities.
As discussed in the Company's Annual Report, the Investment Manager reports
that we have seen further signs of the venture capital market beginning to
normalise after the difficulties of late 2022 and 2023. We commented on
expectations for lower interest rates (now underway in the UK, USA and EU) and
on improved sentiment around technology investment driving an increase in
funding activity into 2024. During the period, this trend continued, with six
portfolio companies closing additional funding rounds. Additionally, a further
two companies received signed term sheets from investors for fresh funding at
higher valuations.
We also see founders and investors accepting the need for more 'down-rounds'
where companies have not met high expectations, but where the future growth
opportunities remain attractive. This was the case with one of our portfolio
companies, closing a funding round at a reduced valuation during the period.
Further activity during the period came from Vyne Technologies, a portfolio
company that provides payments infrastructure based around open-banking, being
acquired by the rapidly growing, middle-eastern payments business, Tarabut
Gateway, in an all-share transaction. This transaction confirmed that the Vyne
team had built a highly sought-after technology platform in the UK. We look
forward to participating in the exciting future for the combined entity.
More detail on these investments can be found in the Investment Manager's
Review on pages 10 to 12.
I am happy to report that the improved liquidity in the market for strong
venture businesses has combined with some pleasing revenue growth at a number
of our companies to deliver an increase in the Company's net asset value (NAV)
total return when compared to the NAV total return as at 29 February 2024, of
1.07 per share.
Six portfolio companies successfully raised additional funding during the
period, five of which were at higher valuations, driving upward momentum in
the portfolio. A further two companies in the portfolio received term sheets
for additional funding at higher valuations and are in the process of closing
these funding rounds. The Venture team has continued to support portfolio
companies during the period, investing in three of the six portfolio company
funding rounds, as well as committing to invest in the funding rounds of both
companies with term sheets. While the team is keen to support existing
portfolio companies, they do not always invest in further funding rounds where
they believe it is not in the best interests of the Company. This can be for a
variety of reasons, such as concerns over valuation, lack of sufficient
progress since the previous investment, lack of confidence in the direction of
the company, concerns over capital efficiency or concerns over management.
However, the valuation gains mentioned above were partly offset by several
unrealised fair valuation reductions and one realised loss made during the
period due to individual portfolio companies' commercial performance or
inability to raise new funding.
Both the Board and the Investment Manager believe Environmental Social and
Governance (ESG) considerations are important, and they are taken into account
through the Company's investment process. While early-stage companies do not
always have the scale or resources to adopt the full spectrum of ESG
initiatives open to large corporates, we always check the processes and
policies they have in place to ensure that they are proportionate to their
size and activities. We also promote ways in which portfolio companies can
adopt ESG initiatives. For example, over the last six months we have worked
with a business that helps businesses adopt the circular economy for their IT
needs by offering refurbished laptops and phones; portfolio companies can
realise significant savings on their IT equipment as a result, and this also
helps them to reduce their carbon footprint.
Outlook
The UK economy, in which most of our companies operate, continues to show more
positive signs of growth, albeit challenges remain around the tight fiscal
situation in the next few years. Inflation remaining around or below the Bank
of England's 2% target will be key to allowing borrowing costs, for both
business and Government, to moderate.
The recent change of UK Government adds some new uncertainty, but we believe
it supports VCT and EIS schemes for start-up investment and is focussed on
using technology to enhance public services. The Investment Manager will also
be closely monitoring any changes to the research and development (R&D)
tax credit system which supports the growth of so many UK technology
start-ups.
As referred to in the Company's latest Annual Report, investors should remain
aware that NAV volatility may remain high and will be impacted by trends in
global venture capital valuations as well as the portfolio companies'
underlying commercial performance and by geopolitical events.
Overall, we remain optimistic both in the growth potential of the Company's
existing diverse portfolio of software businesses and in the new opportunities
ahead of us. The Investment Manager reports that deal flow remains strong,
including four investments that are in the process of deal execution.
I am delighted to report that during the period under review a dividend of two
pence per share was paid to Shareholders on 18 March 2024, bringing total
dividends paid to 13 pence per share. We also announced a further dividend of
2 pence on 30 September 2024. That dividend will be payable on or around 2
December 2024 to Shareholders on the register as at 15 November 2024. Going
forward, the Board will continue to consider dividends in light of legal
requirements, liquidity and realised profits.
The Company has recently announced the launch of an Offer for Subscription of
new Venture Shares, for subscription in the 2024/2025 and 2025/26 tax years.
To thank our supporters, existing Shareholders will be eligible to receive a
loyalty bonus of a 1% reduction in the costs of the Offer for applications
received over the Offer period. More information can be found in the
Prospectus issued on 4 September 2024 on the Triple Point website:
tinyurl.com/VentureVCT.
If you have any questions about your investment, please do not hesitate to
contact TPIM on 020 7201 8990.
Jamie Brooke
Chair
22 October 2024
Sector Analysis
During the period there have been changes to the Unquoted Investment
Portfolio. The Company has made investments into three new companies, examples
of which can be seen on page 14 of the Investment Manager's Review. There were
also three follow-on deployments into existing portfolio companies, and one
disposal.
The Unquoted Investment Portfolio can be analysed as follows:
*Under current VCT regulations, the Company has three years before undeployed
cash counts towards the qualifying status of the Company. Undeployed cash is
therefore not taken into account in determining the current qualifying status
percentage of the Company, which at the period-end was above 80%.
Investment Manager's Review
We have the pleasure in presenting our interim review for the six months ended
31 August 2024.
Review & Future Developments
Since launching in September 2018, the Venture Share Class has raised gross
proceeds of £76.7 million to date. The first investment was completed in
April 2019. By 31 August 2024, the Venture team had invested in 54 companies.
These companies are mainly Business-to-Business (B2B) software firms and span
across sectors such as Fintech, Healthcare, Climate, Logistics, HR Tech, Cyber
Security and Education.
In the six months to 31 August 2024, the team invested a total of £4.3
million. This includes three new investments (Treefera, ECS and Paloma
Health), and three follow-on investments (Tuza, Nory and Trumpet). The Venture
team is currently working on closing five additional investments which have
Investment Committee approval, three of which are new investments. The
majority of the cash invested over the last six months was in Climate and
Health related businesses, two key areas of focus for the Venture team where
the team has particular experience and continues to see considerable
opportunities. We are pleased to report that during the period, Vyne, a
payments business that uses Open Banking to transfer money directly from the
bank accounts of consumers to the bank accounts of the online merchants, was
sold to the leading open banking platform in the Middle East. This was in an
all-share transaction and the Company received shares in the acquirer, Tarabut
Gateway. We see an opportunity through this transaction to gain exposure to
the earlier-stage and less competitive Middle East markets.
Over the last six months, the market was boosted by forecasts of a drop in
interest rates. In August, the Bank of England's Monetary Policy Committee
(MPC) cut interest rates by 0.25%, suggesting that the cost of capital for
start-ups is likely to fall. This brighter outlook likely means investors can
look forward to economic recovery, calming any fears of a long recession. This
will have helped activity in the portfolio to remain as strong as it did
during the period. Seven companies in the portfolio successfully raised
additional funding, and a further two have received term sheets for additional
funding. We believe this is evidence of optimism, as well as the continued
maturing of the portfolio given that venture-backed businesses typically raise
new funds every 18-24 months.
During the previous slowdown in venture funding between mid-2022 and mid-2023,
we saw a trend in more fundraises being carried out via convertible loan notes
(CLNs) - a form of loan that can be converted to equity in the future in
certain circumstances. CLNs allow the company to defer a new valuation being
set for a company's equity issuance. This trend started to slow in the second
half of 2023 and continued during the period, showing the market is beginning
to normalise. Of the six portfolio companies that raised further funding
during the period, none relied on CLNs. We've also started to see CLN
investments in the portfolio convert into equity, as companies go on to raise
in equity funding rounds. One example from our own portfolio is Trumpet: we
made a follow-on investment in Trumpet (via a CLN) alongside other existing
investors in April 2023. In June, the business closed a £5 million equity
round, with our CLN converting into equity in the round.
While the Venture team is focused on actively originating new deal flow,
follow-on investments into our strong performers made up three of the six
investments during the period. The Venture team has continued to back our
winners during the period and has now provided almost £12 million of
follow-on funding since inception. One example is Nory; following a strong
year of growth, Nory raised a $16 million Series A round, which will allow the
business to continue to expand across Europe and North America. This, along
with increased market activity and the reduction in CLN funding, is evidence
of the market beginning to normalise. Both startups and investors appear to be
returning to the market, although with relatively smaller valuation uplifts
than we saw in the 2021 market peak.
Unfortunately, during the six months to 31 August 2024, there have been five
portfolio companies which have not met our expectations. We have reduced the
fair value of investments where we believe growth rates are not sufficient to
offset either falling market valuation, or the risks associated with a reduced
cash runway.
One of our portfolio companies, Pixie, which sold practice management software
to accounting firms, entered into a distressed sale process after the founder
struggled to raise fresh funding and decided to leave the company after
suffering from exhaustion. TPIM worked with the Board and other Pixie
investors to identify a new CEO, but a suitable candidate couldn't be found in
the time, as the company's cash reserves ran down. We expect to receive 59% of
the initial investment amount. We're keenly aware of the stresses that
starting a company can place on a founder and founding team, but once again
this highlighted the importance of constant communication with founding teams
regarding their mental health.
Beyond the Company's venture investments, we have continued to hold the
majority of the Company's liquid funds awaiting deployment in Money Market and
corporate bond funds. In today's higher interest rate environment this
improves the return on the Company's cash (relative to bank deposits) while
complying with VCT rules on sources of income.
Investments during the period:
As mentioned, the Company made three new qualifying investments and three
follow-on investments. Their businesses are described briefly below:
New investments
Treefera: Treefera is a forestry data company. It aggregates global satellite
data and images that are automatically classified and transformed, through an
AI driven data pipeline, to become actionable forest volume and forest
health
Paloma Health is building an operating system to deliver community care more
efficiently. Through digitisation, restructuring care pathways and expanding
access to speciality care, Paloma Health seek to address the patient waiting
lists facing western healthcare systems.'
The Electric Car Scheme (ECS): ECS is an employee benefit business, offering
salary sacrifice solutions to SMEs, currently tailored to EVs and its
ancillary products (chargers, insurance, charging, etc.), in the UK and
Germany.
Follow-on investments in existing portfolio companies
Tuza: Tuza is an SME payment provider switching service, being built to
capitalise on the fact that overcharging of small businesses by card payment
processing providers is very common.
Nory: Nory provides AI-enabled software for hospitality businesses to manage
their business and restaurant operations. The product currently has three core
components: automated workforce management, inventory management, and
performance insights and predictive forecasting.
Trumpet: Trumpet is building a platform to transform the entire B2B sales
process from pitch to onboarding. Trumpet's platform enables sales
organisations to easily create online sales microsites or 'Pods' personalised
to each customer.
Company Spotlight: Scan.com
Scan.com
Scan.com are building the infrastructure layer to connect the global
diagnostic imaging market, aiming to solve the lack of price transparency for
imaging, long waiting lists and reliance on archaic workflows. The company's
monthly B2B scan volume has grown over 22 times year-on-year.
The Team
The strength of Scan.com's founding team was one of the key factors that led
to our initial investment. Chief Executive Officer Charlie Bullock has
previously founded and successfully exited the fintech startup Kampus and has
worked at notable companies like Pollen and Deliveroo. Chief Operating
Officer, Oliver Knight, began his career in Mergers and Acquisitions at
Rothschilds, and later served as Managing Director at Helpling. Chief
Scientific Officer Jasper Nissim, a qualified osteopath, conceived the
original idea for Scan.com, and his medical experience brings valuable sector
knowledge to the leadership team.
The Product
Scan.com's product aggregates supply from imaging centres and provides access
through a low-friction software layer that supports clinical workflows, image
booking and patient communication. Scan.com partners with radiology clinics -
the company's infrastructure API plugs directly into its customers' Patient
Management Systems in order to provide a seamless workflow embedded in their
existing software stack.
The Market
The global medical imaging market is expected to grow to $57bn in 2028.
Similarly, the global radiology-as-a-service market, which provides diagnostic
imaging services through teleradiology, technology management and cloud-based
imaging, is expected to reach $4.7bn by 2028. Our recent investment in
Scan.com's Series B round was designed to support their growth in the US
through the acquisition of one of their main US based competitors.
Outlook
We are continuing to expand the portfolio gradually based on three core
beliefs at the heart of the investment strategy for the Company:
· It pays to invest early - the Company typically invests in
Seed-stage investment rounds when a company's annual revenues are usually
under £1 million per annum and when the company's valuation is relatively
low. This increases the potential return when compared with investing in more
mature companies whose investment risk may be lower but business valuation
higher.
· Focus on B2B companies - Our research suggests also that there
are a significantly greater number of successful exits of B2B companies than
there are of consumer-focused companies.
· Diversification is key to reduce risk. The Company combines
diversification in three main areas: diversifying across a large (and growing)
number of portfolio companies; sector diversification - we invest in portfolio
companies across several different business sectors within the B2B theme; and
company age diversification - earlier "vintages" of investee companies mature
over time and mix with newer investments so that the portfolio covers various
stages of the venture lifecycle.
As mentioned in the Chair's statement, the UK economy is starting to show
green shoots. The fall in the rate of inflation, coupled with the fall in
interest rates, is welcome. This brighter outlook will likely lead to a rise
in business investment, which is a positive for both our portfolio companies
and the venture capital funding markets.
The recent change of UK Government adds some new uncertainty, including to the
venture capital world, but importantly we believe that the new Government is a
supporter of the VCT and EIS schemes to promote investment in start-ups and is
keen on the use of technology, for example, to help the NHS and other public
services. We will closely monitor any changes to the research and development
tax credit system which support the growth of so many UK technology
start-ups.
While we're conscious that geopolitical tensions remain a potential threat to
the UK's economic recovery, we're comforted by the resilience the Venture
portfolio has shown against a very tough economic and geopolitical backdrop.
We're confident that the existing portfolio is well positioned for future
growth, and that the cost-effective software solutions they provide will stay
in demand.
We have a healthy pipeline of opportunities and there continues to be no
shortage of companies with innovative business ideas seeking funding. The
Company remains in a healthy cash position, and the Venture team will continue
to actively invest in new companies in the second half of the year. We are
currently performing due diligence on dozens of companies and have five
further investments progressing. As ever, our focus continues to be on backing
software start-ups that we believe have the potential to generate returns of
at least 10x our investment cost, that are operating in large markets and that
have strong founding teams.
As mentioned in the Chair's Statement on pages 5 to 8, we recently launched a
new Offer for Subscription on 4 September 2024, which will allow us to
continue to support our portfolio companies, as well as pursue new investment
opportunities as they arise and further leverage some of the fixed cost base
of the Company.
If you have any questions, please do not hesitate to call us on 020 7201 8990.
I am delighted to be succeeding Ian McLennan as Head of Ventures, having
worked by his side over the past few years. Ian has played a crucial role in
managing the Company over the last few years and will remain a key member of
the Ventureteam going forward.
Seb Wallace
Head of Ventures
For Triple Point Investment Management LLP
22 October 2024
Investment Portfolio Summary
For the six months ended 31 August 2024
Unaudited 31 August 2024 Audited 29 February 2024
Cost Valuation Cost Valuation
£'000 % £'000 % £'000 % £'000 %
Qualifying unquoted investments 41,813 65.39 48,397 68.59 38,426 67.30 43,333 69.87
Non-qualifying unquoted investments 470 0.73 491 0.70 470 0.82 491 0.79
Financial assets at fair value through profit or loss 42,283 66.12 48,888 69.29 38,896 68.12 43,824 70.66
Cash and cash equivalents 21,665 33.88 21,665 30.71 18,199 31.88 18,199 29.34
63,948 100.00 70,553 100.00 57,095 100.00 62,023 100.00
Non-Qualifying Investments Sector
Modern Power Generation Ltd SME 470 0.73 491 0.70 470 0.82 491 0.79
Qualifying Investments Sector
Degreed Education 300 0.47 395 0.56 300 0.53 411 0.66
Augnet Telecommunications 300 0.47 29 0.04 300 0.53 29 0.05
Aptem Education 150 0.23 441 0.63 150 0.26 441 0.71
Counting Up Fintech 920 1.44 619 0.88 920 1.61 641 1.03
Ably Real Time Middleware 1,312 2.05 2,452 3.47 1,312 2.30 2,452 3.95
Semble Health 1,760 2.76 3,426 4.85 1,760 3.08 2,374 3.83
Tarabut Gateway* Fintech 1,752 2.75 1,440 2.04 1,752 3.07 1,585 2.56
Pelago Health 1,245 1.95 2,308 3.26 1,245 2.18 2,399 3.87
Realforce Proptech 799 1.25 217 0.31 799 1.40 223 0.36
Airly Climate 987 1.54 821 1.16 987 1.73 853 1.38
Biorelate Health 1,000 1.56 1,125 1.59 1,000 1.75 1,000 1.61
Artificial Artists Content & Design 150 0.23 75 0.11 150 0.26 75 0.12
Veremark HR 910 1.42 2,095 2.97 910 1.59 2,095 3.38
Sealit Cyber Security 200 0.31 50 0.07 200 0.35 50 0.08
Bkwai Proptech 250 0.39 - - 250 0.44 - -
Exate Cyber Security 500 0.78 387 0.55 500 0.88 250 0.40
Expression Insurance Insuretech 1,000 1.56 774 1.10 1,000 1.75 573 0.92
Kamma Proptech 800 1.25 902 1.28 800 1.40 902 1.45
Seedata Cyber Security 150 0.23 75 0.11 150 0.26 75 0.12
Stepex Fintech 499 0.78 250 0.35 499 0.87 350 0.56
Ryde Logistics 2,000 3.14 1,800 2.55 2,000 3.50 1,800 2.90
Payaable Fintech 343 0.54 219 0.31 343 0.60 219 0.35
Tickitto Middleware 1,000 1.56 350 0.50 1,000 1.75 500 0.81
Sonicjobs HR 600 0.94 788 1.12 600 1.05 788 1.27
Catalyst RevOps 224 0.35 56 0.08 224 0.39 112 0.18
Knok Health 684 1.07 944 1.34 684 1.20 947 1.53
Learnerbly Education 200 0.31 235 0.33 200 0.35 235 0.38
Pixie** Fintech - - - - 915 1.60 487 0.79
PetsApp Veterinary 1,000 1.56 1,000 1.42 1,000 1.75 1,000 1.61
Ramp Fintech 309 0.48 247 0.35 309 0.54 309 0.50
Konfir HR 800 1.25 838 1.19 800 1.40 838 1.35
Konstructly Construction 300 0.47 300 0.43 300 0.53 300 0.48
Visibly Tech Field Engineering 541 0.85 1,047 1.48 541 0.95 1,047 1.69
Crowd Data Fintech 500 0.78 350 0.50 500 0.88 350 0.56
Trumpet B2B Sales 303 0.47 511 0.72 220 0.39 220 0.35
Fluent (formerly Channel) Business Intelligence 700 1.09 1,117 1.58 700 1.23 1,489 2.40
Scan.com Health 1,800 2.82 3,369 4.77 1,800 3.15 3,370 5.44
OutThink Cyber Security 1,000 1.56 1,000 1.42 1,000 1.75 1,000 1.61
Shenval Hydroelectric Power 497 0.78 258 0.37 497 0.87 258 0.42
AeroCloud Aviation 1,500 2.35 1,500 2.13 1,500 2.63 1,500 2.42
Modo Energy Climate 2,250 3.53 2,968 4.20 2,250 3.94 2,968 4.80
Virtual Science AI Health 182 0.28 182 0.26 182 0.32 182 0.29
Fertifa Health 1,000 1.56 1,000 1.42 1,000 1.75 1,000 1.61
Nory Hospitality 2,331 3.66 3,502 4.95 1,527 2.67 2,116 3.41
SeeChange Retail 1,500 2.35 1,500 2.13 1,500 2.63 1,500 2.42
Heat Geek (formerly Skoon) Climate 1,000 1.56 1,000 1.42 1,000 1.75 1,000 1.61
Tuza Fintech 300 0.47 470 0.67 150 0.26 320 0.52
Abtrace Health 700 1.09 700 0.99 700 1.23 700 1.13
Treefera Climate 1,015 1.59 1,015 1.44 - - - -
Paloma Health Health 1,250 1.95 1,250 1.77 - - - -
Electric Car Scheme Climate 1,000 1.56 1,000 1.42 - - - -
41,813 65.39 48,397 68.59 38,426 67.30 43,333 69.87
*During the period, Vyne Technologies was acquired by Tarabut Gateway.
**During the period, the Company disposed of 100% of its holding in Pixie. At
the time of writing, the quantum of proceeds the Company is expected to
receive are uncertain, and as a result are estimated and held on the Company's
balance sheet as deferred proceeds.
Principal Risks and Uncertainties
The Directors seek to mitigate the Company's principal risks by regularly
reviewing performance and monitoring progress and compliance. In the
mitigation and management of these risks, the Directors carry out a robust
assessment of the Company's emerging and principal risks, including those that
would threaten its business model, future performance, solvency or liquidity
and reputation.
The main areas of risk identified, along with the risks to which the Company
is exposed through its operational and investing activities, are detailed
below. The Board maintains a comprehensive risk register which sets out the
risks affecting both the Company and the investee companies in which it is
invested. The risk register is updated at least twice a year and reviewed by
the Audit Committee to ensure that procedures are in place to identify
principal risks and to mitigate and minimise the impact of those risks should
they crystallise.
The risk register also identifies emerging risks to determine whether any
actions are required. As it is not possible to eliminate risks completely,
the purpose of the Company's risk management policies and procedures is to
identify and manage risks, reducing possible adverse impacts.
The Board has implemented some enhancements to the risk management framework,
which became effective from March 2024. These enhancements underpin the
approach to the identification and categorisation of risks, together with
changes to the assessment approach - being more reflective of the individual
nature of the risks being considered. This enables the Board to view the risks
through the lens of Strategic risks, Financial risks (Investment, Capital
& Liquidity) and Non-Financial risks (Operational, Legal &
Regulatory). In addition, the Board has reassessed risk appetite for its most
material risks.
The Directors have reviewed the current register and can confirm that the risk
landscape has not changed, and the Company's principal risks remain unchanged
from those presented in the Company Annual Report for the year ended 29
February 2024 on pages 18 to 19.
Risk Category Risk Risk Description Mitigating Factors Change in Year
Legal & Regulatory VCT Qualifying Status Risk The Company is always required to observe the conditions laid down in the The Investment Manager keeps the Company's VCT-qualifying status under Stable
Income Tax Act 2007 for the maintenance of approved VCT status. The loss of continual review and reports to the Board at Board Meetings. Philip Hare &
such approval could lead to the Company losing its exemption from corporation Associates LLP undertake an independent annual review on the VCT status. Any
tax on capital gains, to investors being liable to pay income tax on dividends new Venture investments are reviewed by legal advisers, and their opinion
received from the Company and, in certain circumstances, to investors being sought on whether the investment meets the criteria to be a qualifying
required to repay the initial income tax relief on their investment. investment.
Legal & Regulatory Legislation Risk There is a risk of changes to legislation and/or Government Policy, caused by There is a practice of consultation before any major changes are implemented. Stable
governments taking a different approach which could result in changes to the It is important that the Company can respond proactively to any changes and
tax status of or rules governing VCTs. understand what, if any, impact they will have.
Financial Capital & Liquidity Risk As a VCT, the Company is exposed to market price risk, interest rate risk, At the reporting date, the Company had no borrowings and substantial liquid Stable
credit risk, foreign currency risk and liquidity risk. As most of the funds.
Company's investments will involve a medium to long-term commitment and will
be relatively illiquid, the Directors consider that it is inappropriate to
finance the Company's activities through borrowing, other than for short-term
liquidity. Examples of mitigants
· Market risk: this risk can be mitigated to a certain extent by
diversifying the portfolio across business sectors and asset classes. The
overall disposition of the Company's assets is regularly monitored by the
Board.
· Liquidity risk: The Investment Manager and the Board continuously
monitor forecast and actual cash flows from operating, financing, and
investing activities to consider payment of dividends, repayment of trade and
other payables or funding further investing activities.
· Credit risk: The Company's bank accounts are maintained with The
Royal Bank of Scotland plc ("RBS"). Should the credit quality or financial
position of RBS deteriorate significantly, the Investment Manager will move
the cash holdings to another bank. Credit risk relating to listed money market
funds is mitigated by investing in a portfolio of investment instruments of
high credit quality, comprising securities issued by major UK companies and
institutions. Credit risk relating to loans to and preference shares in
unquoted companies is considered to be part of market risk.
· Foreign currency risk: The Company's investments denominated in
foreign currency comprise less than 20% of the Company's Investment Portfolio,
not including cash. As a result, the Company does not consider these
investments to materially expose the Company to foreign currency risk.
Financial Investment Risk The Company's VCT-qualifying investments will be held in small and The Directors and Investment Manager aim to limit the risk attached to the
medium-sized unquoted investments which, by their nature, entail a higher portfolio by careful selection and timely realisation of investments, by
level of risk and lower liquidity than investments in large, quoted companies, carrying out due diligence procedures appropriate to the size of each
impacting both returns and timings. investment and by maintaining a spread of holdings both in terms of industry
and in terms of the total number of portfolio companies which is now
approaching 50. The Board reviews the investment portfolio with the Investment
Manager on a regular basis. Where possible, a member of the Investment Manager
team either holds a seat on the board of the portfolio companies or has the
right to act as a Board Observer. This enables the Investment Manager to
observe developments at the portfolio company and offer assistance when and
where this may be required. The Venture Strategy aims to mitigate some of the
risks typically associated with venture capital investing by proactively
working with businesses with the potential for high growth that are typically
actively solving problems for established corporates, increasing their chances
of success.
Emerging Risks
Climate Change Risk
Due to the medium to long-term time horizon of Climate Change this risk is
deemed as an emerging risk.
Climate Change or related legislation is considered unlikely to have a major
near-term impact on the Company, as the vast majority of the portfolio is made
up of a diversified range of software-based businesses. Each prospective new
company holding is considered with regard to how it may be impacted by climate
change, particularly in relation to sources of energy associated with data
storage, and how this could in turn affect future growth.
TPIM as Investment Manager is committed to sound management of climate risk
and opportunity to ensure the long-term protection of asset value through
reduction of exposure to the risk and also to contribute to essential carbon
reduction requirements. The Investment Manager has now set near-term
science-aligned Net Zero targets. The targets have been submitted to the Net
Zero Asset Managers Initiative and at the time of reporting the business was
awaiting acceptance of the submitted targets. TPIM also publish a Carbon
Reduction Plan which is available on its website.
Macroeconomic Conditions
A further deterioration in macroeconomic conditions, such as a severe
recession or inflation in a stagnant economy ("stagflation"), could have both
a direct and indirect impact on existing portfolio companies, particularly in
the event that investor risk appetite declines, as this would make it harder
to secure new venture funds or other capital, which is often necessary for
their continued long-term operations.
The ongoing and increasing level of global tension and conflict has proven to
impact the global supply chains and dynamically influence the macroeconomic
landscape, all of which has knock on impacts to both the performance of our
portfolio companies and appetite of our investor base.
In addition to macroeconomic risk, any sustained deterioration of trust,
liquidity or capital in the banking sector could have a material impact on
existing portfolio companies given their reliance on existing cash reserves to
fund regular outgoings. The Investment Manager continues to closely monitor
the cash position of portfolio companies.
Directors' Responsibility Statement
The Directors have prepared the Interim Report for the Company in accordance
with International Financial Reporting Standards ("IFRS").
In preparing the Interim Report for the six month period to 31 August 2024,
the Directors confirm that to the best of their knowledge this condensed set
of financial statements has been prepared in accordance with the UK adopted
International Accounting Standard 34 "Interim Financial Reporting" and that
the Interim Report includes a fair review of the information required by DTR
4.2.7 and DTR 4.2.8 of the Disclosure and Transparency rules of the United
Kingdom's Financial Conduct Authority namely:
a) the Interim Report includes a fair review of important events during the
period and their effect on the Financial Statements and a description of
specific risks and uncertainties for the remainder of the accounting period;
b) the Condensed Financial Statements give a true and fair view in
accordance with IFRS of the assets, liabilities, financial position and of the
results of the Company for the period and complies with IFRS and the Companies
Act 2006; and
c) the Interim Report includes a fair review of related party transactions
and changes therein. There were no related party transactions for the
accounting period, as defined in International Accounting Standards.
This Interim Report has not been audited or reviewed by the auditors.
Jamie Brooke
Chair
22 October 2024
Unaudited Statement of Comprehensive Income
For the six months ended 31 August 2024
Unaudited Audited Unaudited
Six months ended Year ended Six months ended
31 August 2024 29 February 2024 31 August 2023
Note
Revenue Capital Total Revenue Capital Total Revenue Capital Total
£'000 £'000 £'000 £'000 £'000 £'000 £'000 £'000 £'000
Investment income 5 584 - 584 682 - 682 290 - 290
Gains/(losses) on investments - 1,303 1,303 - 261 261 - (912) (912)
Investment return 584 1,303 1,887 682 261 943 290 (912) (622)
Investment management fees 6 65 588 653 102 922 1,024 48 431 479
Other expenses 413 - 413 704 - 704 276 - 276
478 588 1,066 806 922 1,728 324 431 755
Profit/(loss) before taxation 106 715 821 (124) (661) (785) (34) (1,343) (1,377)
Taxation 8 - - - - - - - - -
Profit/(loss) after taxation 106 715 821 (124) (661) (785) (34) (1,343) (1,377)
Other comprehensive income - - - - - - - - -
Total comprehensive income/(loss) 106 715 821 (124) (661) (785) (34) (1,343) (1,377)
Basic & diluted earnings/(loss) per share
Venture Shares 9 0.15p 1.02p 1.17p (0.23p) (1.23p) (1.46p) (0.07p) (2.64p) (2.71p)
The total column of this statement is the Statement of Comprehensive Income of
the Company prepared in accordance with UK-adopted International Accounting
Standards (IAS). The supplementary revenue return and capital columns have
been prepared in accordance with the Association of Investment Companies
Statement of Recommended Practice ("AIC SORP" updated July 2022) in so far as
it does not conflict with IAS.
All revenue and capital items in the above statement derive from continuing
operations.
The Company has only one class of business and derives its income from
investments made in shares and securities as well as from bank deposits and
Money Market funds.
Unaudited Balance Sheet
At 31 August 2024
Company No: 07324448
Unaudited Audited Unaudited
31 August 2024 29 February 2024 31 August 2023
Note £'000 £'000 £'000
Non-current assets
Financial assets at fair value through profit or loss 10 48,888 43,824 37,960
Deferred proceeds - - 300
48,888 43,824 38,260
Current assets
Receivables 374 356 1,312
Cash and cash equivalents 11 21,665 18,199 14,425
Deferred proceeds* 841 300 -
22,880 18,855 15,737
Total assets 71,768 62,679 53,997
Current liabilities
Payables and accrued expenses 619 483 456
619 483 456
Net assets 71,149 62,196 53,541
Equity attributable to equity holders
Share capital 12 729 632 538
Share premium 33,397 23,714 14,660
Share redemption reserve 178 174 174
Special distributable reserve 34,766 36,418 37,503
Capital reserve 3,834 3,119 2,437
Revenue reserve (1,755) (1,861) (1,771)
Total equity 71,149 62,196 53,541
Shareholders' funds
Net asset value per Venture Share 14 97.61p 98.55p 99.61p
31 August 2024
29 February 2024
31 August 2023
Note
£'000
£'000
£'000
Non-current assets
Financial assets at fair value through profit or loss
10
48,888
43,824
37,960
Deferred proceeds
-
-
300
48,888
43,824
38,260
Current assets
Receivables
374
356
1,312
Cash and cash equivalents
11
21,665
18,199
14,425
Deferred proceeds*
841
300
-
22,880
18,855
15,737
Total assets
71,768
62,679
53,997
Current liabilities
Payables and accrued expenses
619
483
456
619
483
456
Net assets
71,149
62,196
53,541
Equity attributable to equity holders
Share capital
12
729
632
538
Share premium
33,397
23,714
14,660
Share redemption reserve
178
174
174
Special distributable reserve
34,766
36,418
37,503
Capital reserve
3,834
3,119
2,437
Revenue reserve
(1,755)
(1,861)
(1,771)
Total equity
71,149
62,196
53,541
Shareholders' funds
Net asset value per Venture Share
14
97.61p
98.55p
99.61p
*Included in deferred proceeds are expected sale proceeds of £541,000
relating to the disposal of Pixie. At the date of this report, total sale
proceeds were not confirmed, hence the investment has been transferred out of
the investment portfolio and held under current assets at the expected value
of sale proceeds.
The statements were approved by the Directors and authorised for issue on 22
October 2024 and are signed on their behalf by:
Jamie Brooke
Chair
22 October 2024
The accompanying notes are an integral part of this statement.
Unaudited Statement of Changes in Shareholders' Equity
For the six months ended 31 August 2024
Issued Capital Share Premium Share Redemption Reserve Special Distributable Reserve Capital Reserve Revenue Reserve Total
£'000 £'000 £'000 £'000 £'000 £'000 £'000
Six months ended 31 August 2024
Opening balance 632 23,714 174 36,418 3,119 (1,861) 62,196
Issue of Share Capital 101 9,960 - - - - 10,061
Cost of issue of Shares - (277) - - - - (277)
Share buybacks (4) - 4 (390) - - (390)
Dividends paid/payable - - - (1,262) - - (1,262)
Transactions with owners 97 9,683 4 (1,652) - - 8,132
Total comprehensive income for the period - - - - 715 106 821
Balance at 31 August 2024 729 33,397 178 34,766 3,834 (1,755) 71,149
The Capital Reserve consists of:
Investment holding gains 6,817
Other realised losses (2,983)
3,834
Issued Capital Share Premium Share Redemption Reserve Special Distributable Reserve Capital Reserve Revenue Reserve Total
£'000 £'000 £'000 £'000 £'000 £'000 £'000
Year ended 29 February 2024
Opening balance 593 3,497 9 37,675 3,780 (1,737) 43,817
Issue of Share Capital 204 20,710 - - - - 20,914
Cost of issue of Shares - (493) - - - - (493)
Share buybacks - - - (17) - - (17)
Cancellation of shares (165) 165 (165) - - (165)
-
Dividends paid/payable - - - (1,075) - - (1,075)
Transactions with owners 39 20,217 165 (1,257) - - 19,164
Total comprehensive loss for the period - - - - (661) (124) (785)
Balance at 29 February 2024 632 23,714 174 36,418 3,119 (1,861) 62,196
The Capital Reserve consists of:
Investment holding gains 5,514
Other realised losses (2,395)
3,119
Issued Capital Share Premium Share Redemption Reserve Special Distributable Reserve Capital Reserve Revenue Reserve Total
£'000 £'000 £'000 £'000 £'000 £'000 £'000
Six months ended 31 August 2023
Opening balance 593 3,497 9 37,675 3,780 (1,737) 43,817
Issue of Share Capital 110 11,457 - - - - 11,567
Cost of issue of Shares - (294) - - - - (294)
Share buybacks (165) - 165 (172) - - (172)
Transactions with owners (55) 11,163 165 (172) - - 11,101
Total comprehensive loss for the period - - - - (1,343) (34) (1,377)
Balance at 31 August 2023 538 14,660 174 37,503 2,437 (1,771) 53,541
The Capital Reserve consists of:
Investment holding gains 3,535
Other realised losses (1,098)
2,437
The capital reserve represents the proportion of Investment Management fees
charged against capital and realised/unrealised gains or losses on the
disposal/revaluation of investments. The unrealised capital reserve is not
distributable. The special distributable reserve was created on court
cancellation of the share premium account. The revenue reserve, realised
capital reserve and special distributable reserve under company law are
distributable by way of dividend.
At 31 August 2024 the total reserves available for distribution under the
Companies Act are £30,027,000 (29 February 2024: £32,162,000). This consists
of the special distributable reserve less the realised capital loss and
revenue loss.
At 31 August 2024 the total reserves available for distribution under the VCT
rules are £8,655,000 (29 February 2024: £2,303,000). To maintain VCT status,
amounts in the special distributable reserve are not distributable until after
the 3rd accounting period following the relevant allotments of Share capital.
Unaudited Statement of Cash Flows
For the six months ended 31 August 2024
Unaudited Audited Unaudited
Six months ended Year ended Six months ended
31 August 2024 29 February 2024 31 August 2023
£'000 £'000 £'000
Cash flows from operating activities
Profit/(loss) before taxation 821 (785) (1,377)
Net (gain)/loss on investments during the period (1,303) (261) 912
Adjustment for: Interest on fixed deposits and Money Market funds (512) (576) (175)
Cash flow used in operations (994) (1,622) (640)
(Increase)/decrease in receivables (18) 311 (646)
Increase/(decrease) in payables 135 (292) (320)
Adjustment for non-cash items:
Decrease in taxation - (16) (16)
Net cash flows used in operating activities (877) (1,603) (1,606)
Cash flows from investing activities
Purchase of financial assets at fair value through profit or loss (4,302) (11,884) (7,192)
Interest on fixed deposits and Money Market funds 512 576 175
Net cash flows used in investing activities (3,790) (11,308) (7,017)
Cash flows from financing activities
Issue of Shares* 9,566 20,222 11,274
Buyback of Shares (390) (182) (172)
Dividends paid (1,043) (7,136) (6,260)
Net cash flows from financing activities 8,133 12,904 4,842
Net increase/(decrease) in cash and cash equivalents 3,466 (23) (3,797)
Reconciliation of net cash flow to movements in cash and cash equivalents
Cash and cash equivalents at 1 March 2024 18,199 18,222 18,222
Net increase/(decrease) in cash and cash equivalents 3,466 (23) (3,797)
Cash and cash equivalents at 31 August 2024 21,665 18,199 14,425
* Net of Share issue costs and dividend reinvestment.
The accompanying notes are an integral part of this statement.
Condensed Notes to the Unaudited Interim Financial Statements
For the six months ended 31 August 2024
1. Corporate information
The Unaudited Interim Report of the Company for the six months ended 31 August
2024 was authorised for issue in accordance with a resolution of the Directors
on 22 October 2024.
Triple Point Venture VCT plc is incorporated and domiciled in the United
Kingdom and registered in England and Wales. The address of the Company's
registered office, which is also its principal place of business, is The
Scalpel 18th Floor, 52 Lime Street, London, EC3M 7AF.
The Company is required to nominate a functional currency, being the currency
in which the Company predominately operates. The functional and reporting
currency is pounds sterling (£), reflecting the primary economic environment
in which the Company operates.
The principal activity of the Company is investment. The Company's investment
strategy is to offer combined exposure to cash or cash-based funds and venture
capital investments focused on companies with contractual revenues from
financially secure counterparties.
2. Basis of preparation and accounting policies
Basis of preparation
The Unaudited Interim Report of the Company for the six months ended 31 August
2024 has been prepared in accordance with IAS 34, Interim Financial Reporting.
The principal accounting policies and methods of computation remain unchanged
from those set out in the Company's 2024 Annual Report and Accounts. The
Interim Report does not include all the information required for full
Financial Statements and should be read in conjunction with the Financial
Statements for the year ended 29 February 2024.
Estimates
In the application of the Company's accounting policies, the Directors are
required to make judgements, estimates and assumptions that affect the
reported amounts of assets, liabilities, income and expenses. It is possible
that actual results may differ from these estimates.
The estimates and underlying assumptions underpinning our investments are
reviewed on an ongoing basis by both the Board and the Investment Manager.
Revisions to any accounting estimates are recognised in the period in which
the estimate is revised if the revision affects only that period, or in the
period of the revision and future periods if the revision affects both current
and future periods.
Going Concern
The Company's business activities, together with the factors likely to affect
its future development, performance and position, are set out in the
Investment Manager's Review. The Company faces a number of risks and
uncertainties, as set out on pages 20 to 22.
The Company continues to meet day-to-day liquidity needs through its cash
resources on hand, with a cash and cash equivalents balance of £21.7m. The
Company's revenue comes predominantly from interest earned on its cash and
liquid resources and to a lesser extent from the investments in Shenval
(Hydroelectric power) and Modern Power Generation ("MPG"), a small lending
business. The Company takes an active approach to manage liquidity and
increase the return on cash held.
The major cash outflows of the Company continue to be the payment of
dividends to Shareholders, costs relating to the funding of investments and
investment management fees due to the Investment Manager. Dividends and new
investments are discretionary and, in a time of stress, the Investment Manager
may allow the Company to defer payment of management fees.
The Directors have reviewed cash flow projections which show the Company has
sufficient financial resources to meet its obligations for at least 12 months
from the date of this report. Accordingly, the Directors continue to adopt the
going concern basis in preparing the financial statements.
3. Segmental reporting
The Directors are of the opinion that the Company only has a single operating
segment of business, being investment activity.
4. Significant risk changes in the current reporting period
The Company has reviewed its exposure to climate related and other emerging
business risks, but has not identified any new significant risks that could
impact the financial performance or position of the Company as at 31 August
2024.
For a detailed discussion about the Company's performance please refer to the
Chair's Statement and the Investment Manager's Review on pages 10 to 12. The
financial position of the Company can be found on pages 25 to 28.
5. Investment income
Unaudited Audited Unaudited
Six months ended 31 August 2024 Year Ended 29 February 2024 Six months ended 31 August 2023
Total Total Total
£'000 £'000 £'000
Interest receivable on bank balances - 183 175
Money Market funds 542 403 -
Loan interest 42 96 55
Other investment income - - 60
584 682 290
6. Investment management fees
Unaudited Six months ended
31 August 2024 Audited Year ended Unaudited Six months ended
29 February 2024 31 August 2023
Revenue Capital Total Revenue Capital Total Revenue Capital Total
£'000 £'000 £'000 £'000 £'000 £'000 £'000 £'000 £'000
Management fees 65 588 653 102 922 1,024 48 431 479
Total management fees 65 588 653 102 922 1,024 48 431 479
TPIM provides investment management services to the Company under an
Investment Management Agreement dated 12 September 2023. From 12 September
2023, the Investment Manager was appointed AIFM and is now responsible for
risk management and portfolio management.
The Investment Manager has full discretion under the Investment Management
Agreement to make investments in accordance with the Company's Investment
Policy from time to time. The agreement provides for an investment management
fee of 2.00% per annum of net assets, payable quarterly in arrears. The
appointment shall continue for a period of at least six years from the date of
first admission of Venture Shares which was on 12 April 2019.
Performance fee
TPIM earns a performance fee if the total return (net asset value plus
distributions made) to holders of the Venture Shares exceeds their net initial
subscription price by an annual threshold of 3% per annum, calculated on a
compound basis. To the extent that the total return exceeds the threshold over
the relevant period then a performance incentive fee of 20% of the excess is
payable to TPIM.
Performance fees are assessed based on the VCT's audited year-end valuations
(i.e. in February each year) and will be accrued in the accounts of the
Company. High water marks apply. No performance fees have been earned by TPIM
in the current period or prior year.
The Investment Manager did not receive fees for services to investee companies
in the current period or prior year.
7. Directors' remuneration
Unaudited Audited Unaudited
Six months ended Year ended Six months ended 31 August 2023
31 August 2024 29 February 2024
Total Total Total
£'000 £'000 £'000
Julian Bartlett 11 22 11
Jamie Brooke 11 15 5
Sam Smith* 10 1 -
Jane Owen** 10 25 13
Chad Murrin*** - 8 8
42 71 37
* Appointed as a Director effective 8 February 2024
** Resigned as a Director effective 23 July 2024
*** Resigned as a Director effective 19 July 2023
The only remuneration received by the Directors was their Directors' fees. The
Company has no employees other than the Non-Executive Directors.
8. Taxation
Unaudited Audited Unaudited
Six months 31 August 2024 Year ended 29 February 2024 Six months 31 August 2023
Total Total Total
£'000 £'000 £'000
Profit/(loss) on ordinary activities before tax 821 (785) (1,377)
Corporation tax @ 25% 205 (196) (344)
Effect of:
Capital (gains)/losses not taxable (326) (65) 228
Disallowed expenditure 20 21 -
Unrelieved tax losses arising in the period - - (457)
Excess management expenses on which deferred tax not recognised 101 240 573
Tax charge/(credit) for the period - - -
Capital gains and losses are exempt from corporation tax due to the Company's
status as a Venture Capital Trust.
Investment companies which have been approved by HM Revenue & Customs
under section 1158 of the Corporation Tax Act 2010 are exempt from tax on
capital gains. The Directors are of the opinion that the Company has complied
with the requirements for maintaining investment trust status for the
purposes of section 1158 of the Corporation Tax Act 2010. The Company has not
provided for deferred tax on any capital gains or losses arising on the
revaluation of investments.
9. Earnings per share
The earnings per Venture Share is 1.17p (31 August 2023: 2.71p loss) and is
based on a profit from ordinary activities after tax of £821,000 (31 August
2023: £1,377,000 loss) and on the weighted average number of Venture Shares
in issue during the period of 70,375,801 (31 August 2023: 50,754,091).
10. Financial assets at fair value through profit or loss
Cost Cumulative Gains Fair Value
£'000 £'000 £'000
Six months ended 31 August 2024:
Opening cost 38,896 - 38,896
Opening investment holding gains - 4,928 4,928
Opening value at 1 March 2024 38,896 4,928 43,824
Purchases at cost 4,302 - 4,302
Net gains on held investments - 1,249 1,249
Less: investments disposed of during the period
Original cost (915) - (915)
Derecognition of unrealised net cumulative losses - 428 428
Closing value at 31 August 2024 42,283 6,605 48,888
Cost Cumulative Gains Fair Value
£'000 £'000 £'000
Year ended 29 February 2024:
Opening cost 27,762 - 27,762
Opening investment holding gains - 4,217 4,217
Opening value at 1 March 2023 27,762 4,217 31,979
Purchases at cost 11,884 - 11,884
Net gains on held investments - 261 261
Less: investments disposed of during the period
Original cost (750) - (750)
Derecognition of unrealised net cumulative losses - 450 450
Closing value at 29 February 2024 38,896 4,928 43,824
Cost Cumulative Gains Fair Value
£'000 £'000 £'000
Six months ended 31 August 2023:
Opening cost 27,762 - 27,762
Opening investment holding gains - 4,217 4,217
Opening value at 1 March 2023 27,762 4,217 31,979
Purchases at cost 7,193 - 7,193
Net losses on held investments - (912) (912)
Less: investments disposed of during the period
Original cost (750) - (750)
Derecognition of unrealised net cumulative losses - 450 450
Closing value at 31 August 2023 34,205 3,755 37,960
11. Cash and cash equivalents
31 August 2024 29 February 2024
£'000 £'000
Cash at bank 765 18
Money Market funds 20,900 18,181
21,665 18,199
Cash and cash equivalents are short term, highly liquid investments that are
readily convertible to known amounts of cash and that are subject to a lower
risk of changes in value. Therefore, an investment normally qualifies as a
cash equivalent only when it has a short maturity of, say, three months or
less from the date of acquisition.
12. Share Capital
Ordinary shares of £0.01
Six months ended 31 August 2024
As at 1 March 2024 No. of Venture Shares Amount (£'000)
63,113,620 631
Allotted during the period
5 March 2024 879,639 9
18 March 2024(DRIS) 241,772 2
2 April 2024 3,769,252 38
4 April 2024 1,954,264 20
5 April 2024 1,285,315 13
27 June 2024 1,365,747 14
31 July 2024 705,100 7
Shares bought back and cancelled
July 2024 (367,609) (4)
9 August 2024 (55,800) (1)
Ordinary Share Capital 31 August 2024 72,891,300 729
Year ended 29 February 2024
As at 1 March 2023 No. of Venture Shares No. of A Shares No. of B Shares Total Shares Amount (£'000)
42,720,246 9,777,285 6,758,795 59,256,326 593
Allotted during the period
20 March 2023 5,831,295 - - 5,831,295 58
4 April 2023 2,093,574 - - 2,093,574 21
5 April 2023 464,579 - - 464,579 5
24 April 2023 161,021 - - 161,021 2
6 July 2023 1,138,499 - - 1,138,499 11
28 July 2023 1,347,801 - - 1,347,801 13
4 September 2023 (DRIS) 210,732 - - 210,732 2
27 October 2023 1,124,122 - - 1,124,122 11
30 November 2023 2,118,892 - - 2,118,892 21
21 December 2023 1,673,802 - - 1,673,802 17
13 February 2024 4,247,195 - - 4,247,195 42
Shares bought back and cancelled
10 March 2023 - (9,777,285) (9,777,285) (97)
10 March 2023 - - (6,758,795) (6,758,795) (68)
4 August 2023 (6,958) - - (6,958) -
3 November 2023 (10,306) - - (10,306) -
12 December 2023 (874) - - (874) -
Ordinary Share Capital 29 February 2024 63,113,620 - - 63,113,620 631
Six months ended 31 August 2023
As at 1 March 2023 No. of Venture Shares No. of A Shares No. of B Shares Total Shares Amount (£'000)
42,720,246 9,777,285 6,758,795 59,256,326 593
Allotted during the period
20 March 2023 5,831,295 - - 5,831,295 58
4 April 2023 2,093,574 - - 2,093,574 21
5 April 2023 464,579 - - 464,579 5
24 April 2023 161,021 - - 161,021 2
6 July 2023 1,138,499 - - 1,138,499 11
28 July 2023 1,347,801 - - 1,347,801 13
Shares bought back and cancelled
10 March 2023 - (9,777,285) (9,777,285) (97)
10 March 2023 - - (6,758,795) (6,758,795) (68)
4 August 2023 (6,958) - - (6,968) -
Ordinary Share Capital 31 August 2023 53,750,057 - - 53,750,057 538
13. Dividends
Six Months ended 31 August 2024 Year ended 29 February 2024 Six Months ended 31 August 2023
£'000 £'000 £'000
Venture Share Dividend 2.00p per share (29 February 2024: 2.00p) 1,262 1,075 -
Total Dividend Paid 1,262 1,075 -
The Board announced an interim dividend of 2 pence per share, equivalent to
£1.46 million, to Shareholders on 30 September 2024. The dividend is due to
be paid on or around 2 December 2024 to Shareholders on the register at the
close of business on 15 November 2024, and as a result is not included in the
table above.
14. Net asset value per share
Six months ended 31 August 2024 Year ended 29 February 2024 Six months ended 31 August 2023
Net asset value per Venture Share (p) 97.61 98.55 99.61
The net asset value per Venture Share is 97.61p (29 February 2024: 98.55p) and
is calculated on net assets of £71.149 million divided by the 72,891,300
Venture Shares in issue as at 31 August 2024.
15. Ongoing Charges Ratio (annualised)
Six months to 31 August 2024 Year to 29 February 2024 Six months to 31 August 2023
£'000 £'000 £'000
Management fees 653 1,024 479
Other operating expenses 413 704 276
Less: Non-recurring legal & professional fees (80) - -
Total ongoing charges 986 1,728 755
Average undiluted net assets* 62,150 53,551 50,340
Ongoing Charges ratio (annualised) 3.17% 3.23% 3.00%
The annualised ongoing charges represent the total expense for the year with
the exclusion of performance fees payable by Triple Point Investment
Management LLP. TPV's annual running costs will continue to be capped at 3.5%
of TPV's NAV (excluding VAT and also any performance fees payable to TPIM).
Any excess will be met by TPIM by way of a reduction in future investment
management fees.
*Average net assets is calculated from overall average of quarterly net asset
value.
16. Related party transactions
There were no related party transactions during the period as defined in
International Accounting Standards.
17. Post balance sheet events
The following events occurred between the balance sheet date and the signing
of this interim report:
The Company has made three investments since the period end: a £0.5 million
follow-on investment into Biorelate, a £1.0 million new investment into Unity
Wealth, and a £0.6 million follow-on investment into Semble.
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