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REG - Unicorn AIM VCT PLC - Half-year Report

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RNS Number : 3999O  Unicorn AIM VCT PLC  10 June 2022

Unicorn AIM VCT plc ("The Company")

Half-Yearly Report Announcement for the six months ended 31 March 2022

Financial Highlights

For the six months ended 31 March 2022

 

Net Asset Value ("NAV") total return per share for the six months ended 31 March 2022, after adding the back the dividends paid in the period, was -17.0%.
 
· £6.5 million of qualifying investments (£1.9 million new, £4.6 million follow-on) made in the period.
 
· Interim dividend of 3.0p per share declared for the six months ended 31 March 2022.
 
· The Offer for Subscription, launched on 24 January 2022, was oversubscribed by 8 February 2022, and raised £24.4 million (after costs of £0.6 million).

 

· Post period end proceeds of approximately £55.1 million received from the sale of Interactive Investor resulting in a special interim dividend of 32.0 pence per share being declared.

 

Fund Performance

 Ordinary Shares    Shareholders'  Net asset value per share (NAV)  Cumulative dividends paid per share**  Net asset value plus cumulative dividends paid per share**  Share price

                    Funds*         (p)                               (p)                                    (p)                                                        (p)

                    (£million)
 31 March 2022      315.3          195.7                            78.0                                   273.7                                                       167.0
 30 September 2021  370.8          248.6                            67.5                                   316.1                                                       219.0
 31 March 2021      346.3          232.1                            64.5                                   296.6                                                       198.0
 30 September 2020  260.2          178.6                            61.0                                   239.6                                                       142.5

 

* Shareholders' funds/net assets as shown in the Condensed Statement of Financial Position below.
** Since the merger of the Company with Unicorn AIM VCT II plc on 9 March 2010 and merger of all former share classes.
 
 Percentage of Assets Held as at 31 March 2022
 Description            Total  Qualifying  Non- qualifying
                        %      %           %
 AIM Traded             64.3   63.1        1.2
 Unquoted               24.3   13.3        11.0
 Fully Listed           2.4    -           2.4
 OEICs                  1.3    -           1.3
 Cash and other assets  7.7    -           7.7
 Valuation based on fair value

Chair's Statement

I am pleased to present the unaudited Half-Yearly Report of the Company for
the six-month period ended 31 March 2022.

 

As at 31 March 2022, the net assets of your Company were £315.3 million. This
is £55.5 million lower than at the start of the current financial year. After
adding back dividends paid in the period, the total return per share in the
six-month period under review was -17.0%.

 

The total return was slightly worse than that generated by the FTSE AIM
All-Share Total Return Index, which fell by 15.8% over the same period.

 

The decline in capital value is disappointing, although it is important to
note that it is broadly in line with the FTSE AIM All-Share Index and reflects
a wider and significant reduction in appetite for risk during the period.

 

The huge rise in energy prices and supply side constraints in many industries
have contributed to the return of inflation, which has led to a succession of
interest rate rises in the UK. These factors have cast significant doubt on
the prospects for continued economic recovery during 2022 and beyond.

 

In addition, the recent and tragic outbreak of war in Ukraine added to the
problems currently being faced by consumers, exacerbating the energy crisis
and escalating pre-existing inflationary pressures.

 

The Alternative Investment Market ("AIM") is predominantly made up of
businesses in the early stages of their financial and operational development.
In many cases, these businesses have yet to achieve sustainable profitability
and, as investment propositions, they are inevitably more speculative than
longer established companies. It is therefore unsurprising during periods of
uncertainty and worry, that the value of AIM-listed companies tends to fall
faster and further than those listed on the main market.

 

In accordance with HM Revenue & Customs' VCT rules, the Company is
required to maintain over 80% of its total assets invested in VCT approved,
early stage, scale-up businesses. However, as a result of the wider, economic
and political problems, investors have recently become increasingly risk
averse and are currently wary of committing capital to companies that are yet
to prove the sustainability of their business models. This investor caution
increases the downward pressure on the valuations of most AIM-listed
companies, hence the Company's Net Asset Value has suffered a significant
decline.

 

With the benefit of over twenty years of experience in successfully managing
funds through the ups and downs of AIM, our Investment Manager, Unicorn Asset
Management Limited, is well-placed to navigate the current difficulties and
continues to manage the portfolio in a prudent fashion.

 

As a reminder, the Investment Manager's main focus is to continue to develop a
diverse portfolio of investments, across a wide spectrum of industries and
sectors, capable of delivering superior total returns over the long term.

 

Offer for Subscription

The Company's latest Offer for Subscription was launched on 24 January 2022.
The Offer reached full subscription of £25 million on 8 February 2022 and was
closed shortly thereafter. On behalf of the Board, I welcome all new
Shareholders and thank existing Shareholders for their continued support.

 

Interactive Investor ("ii") Disposal and Special Dividend

On 30 May 2022, your Company received proceeds totalling approximately £55.1
million from the sale of its shareholding in ii following the acquisition of
the company by abrdn plc for £1.5 billion.

 

We have held shares in ii since 2013 and the disposal represents a profit of
£51.6 million on our total investment of £3.5 million. This has been an
outstanding investment for your Company, generating a 15x return on our
investment.

 

£37.0 million of the total proceeds received are non-qualifying for VCT
purposes and need to be distributed to Shareholders immediately to prevent the
Company from breaching the rule that requires 80% of assets to be held in
qualifying investments. The remaining £18.1 million could be held for
reinvestment within the next 12 months into qualifying assets. However, the
Company raised £24.4 million after costs, in March 2022 for further
qualifying investments. Consequently, your Board has decided that it already
has sufficient funds available to take advantage of upcoming investment
opportunities and will therefore distribute the entire realised gain of £51.6
million by way of a special dividend of 32.0 pence per share to Shareholders
alongside the interim dividend of 3.0 pence per share referred to below.

 

Dividends

The Board has declared an interim dividend of 3.0 pence per share, for the six
months ended 31 March 2022. This interim dividend and the interim special
dividend will be paid on 11 August 2022 to Shareholders on the register on 15
July 2022. The shares will be quoted ex-dividend on 14 July 2022.

 

Dividend decisions are taken by the Board of the Company and are always
subject to a number of factors including; market conditions, satisfactory
performance, and/or availability of cash and distributable reserves.

 

Dividend Reinvestment Scheme ("DRIS")

On 10 February 2022, 660,718 Ordinary Shares were allotted at a price of 205.3
pence per share, being the latest published net asset value at 31 January
2022, to Shareholders who elected to receive Ordinary Shares under the DRIS as
an alternative to the final cash dividend for the year ended 30 September 2021
and the special interim dividend declared on 22 November 2021.

 

Share Buybacks

During the period from 1 October 2021 to 31 March 2022, the Company bought
back 1,417,923 of its own Ordinary Shares for cancellation, at an average
price of 193.72 pence per share including costs.

 

As at 31 March 2022, there were 161,074,952 Ordinary Shares in issue.

 

Material Transactions

Other than the Offer for Subscription, Share Buybacks and the purchase and
sale of investments described in the Investment Manager's Review below, there
were no material transactions in the six-month period ended 31 March 2022.

 

VCT Status

As at 31 March 2022, the Company remained above the VCT qualifying threshold
required by HM Revenue & Customs, with approximately 88.5% (excluding
funds raised and received from the sale of qualifying investments which are
still within the grace periods allowed under the VCT legislation) of total
assets by VCT value being invested in VCT qualifying companies. As at 31 March
2022, the Company had complied with all other HM Revenue & Customs
regulations, and your Board has been advised by PriceWaterhouseCoopers LLP
that the Company has maintained its venture capital trust status as at that
date.

 

Board Appointment

The Board were pleased to announce that Josephine Tubbs joined as a
non-executive Director on 24 May 2022. Josie, a qualified solicitor, has been
General Counsel for AXA Investment Managers in the UK before becoming General
Secretary in 2019.

 

Summary & Outlook

In the past six months, the FTSE AIM All-Share Index has suffered a
significant decline in value. Investor confidence has been shaken not only by
the conflict in Ukraine, but also by mounting concerns about the prospects of
economic recession especially in Europe, the United States and the UK. In
addition, the Communist Party of China continues to enforce a strict and
wide-ranging lockdown policy whenever it discovers new outbreaks of Covid,
which continues to place considerable strain on the global supply chain. The
main impact of this supply chain uncertainty has been to contribute to the
persistently high levels of inflation in the cost of key raw materials and
goods.

 

It is unsurprising in such circumstances that equity markets worldwide have
experienced volatility during the period. It is also logical that the FTSE AIM
Index has suffered disproportionate falls, given its focus on earlier stage
and less financially resilient businesses. However, as witnessed in previous
crises, the AIM Index is capable of rapid recovery. Once the wider macro
environment improves, we are hopeful that the valuations of AIM listed
businesses will rebound.

 

Currently, the Investment Manager's main challenge is to continue to manage
the Company prudently with a view to preserving capital in these uncertain
times. In addition, it is also important that opportunities to help create
further Shareholder value over the longer term are not overlooked, simply
because the current investment climate has become increasingly risk averse.

 

Despite the obvious challenges, the Board believes that the current portfolio
of investments is well-placed to deliver strong growth over time, while also
being encouraged that the pipeline of potential new investments remains
promising.

 

Tim Woodcock

Chair

10 June 2022

 

Investment Manager's Review

Investment Performance

A review of the ten most meaningful contributions to performance in absolute
terms (both positive and negative) follows.

 

MaxCyte (-£8.8 million) is a leading cell-engineering company focused on
providing a unique and patented cell engineering platform to advance
innovative cell-based research, as well as next-generation cell therapeutic
discovery, development and commercialisation. At the end of March, MaxCyte
released encouraging full-year results which reported a healthy increase in
sales revenues which grew by 30% compared to the prior financial year and were
driven mainly by an increase in valuable licensing deals to cell therapy
customers. The number of strategic partnerships increased from twelve to
sixteen, while quantified and achievable milestone payments increased to over
$1.25 billion. In order to fulfil further expected growth, the company is
currently building a new facility, which, when complete, will triple
manufacturing capacity.

 

Interactive Investor ("ii") (+£8.6 million) is the UK's second largest
direct-to-consumer investment platform with assets under administration
approaching £55 billion and more than 400,000 customers. ii currently has
corporate net assets of more than £200 million and operates with no debt. In
its financial year ended 31 December 2021, ii generated revenues of £135.2
million and an adjusted EBITDA of £51.0 million, which represents growth over
the previous financial year of 11% and 5% respectively. In December 2021, the
board of ii agreed an offer for the company from abrdn plc for a price well in
excess of £1 billion, subject to regulatory approval and any adjustments
agreed prior to sale completion. In February 2022, ii reported that no
concerns in relation to its proposed takeover by abrdn had been reported by
the Competition and Markets Authority and that approval for a change in
control should be received from the Financial Conduct Authority by the end of
June 2022. As at 31 March 2022, the value of the Company's investment in ii
was revised upwards by the Board to £51.8 million, which represents a
discount of 5% to the value expected to be received on completion of the
takeover.

 

Hasgrove (-£6.8 million) is the holding company for Interact; a Software-as-
a-Service (SaaS) business, which delivers internal communications software
that enables global corporations to develop fully engaged and productive work
environments. For the financial year ended 31 December 2021, Interact reported
sales of £22.6 million and an operating profit of £6.6 million, representing
growth of 13% and 21% respectively compared to the prior financial year.
Subscription sales continued to grow during the year, driven by new client
wins in the US and UK, resulting in Contracted Annualised Recurring Revenue of
over £26 million at the start of 2022. Interact's SaaS revenue model
underpins gross margins in excess of 90% and high levels of recurring revenue.

 

Renalytix (-£5.1 million) is an artificial intelligence enabled 'in vitro'
diagnostics company, focused on optimising the clinical management of kidney
disease to drive improved patient outcomes and to advance value-based care.
For the six months ended 31 December 2021, Renalytix reported revenue of $1.3
million, compared to $0.4 million for the comparable six-month prior period.
The net cash position was $39.9 million at the end of December 2021, with no
long-term debt. Encouragingly KidneyIntelX is now operating online with
several key US health providers including; the Veterans Administration health
system, the physician-led payor programme known as CDPHP, Wake Forest Baptist
Health and Atrium Health. Renalytix has also now launched myIntelX, which
offers a portal through which other health providers can access and purchase
the KidneyIntelX product. 22 private insurance coverage contracts have already
been signed and implemented, together with a further 31 state Medicaid
programmes that are currently being contracted. Several additional state-wide
and nation-wide contracts are expected to be signed during the second half of
Renalytix's current financial year.

 

Tristel (-£4.6 million) is a manufacturer of infection prevention products
utilising proprietary chlorine dioxide technology. Tristel's interim results
were released in February 2022 and reported on pleasing progress in the
half-year period ended 31 December 2021, which included a recovery in product
sales to hospitals across most of Tristel's end markets. Underlying revenues
(adjusted for a £0.9 million NHS 'Brexit pre-stocking order') were up 5%
year-on-year to £14.5 million and were 17% higher than pre-pandemic half year
ended 2020.

 

The directors also announced that the company has taken steps to refocus the
business solely on its chlorine dioxide product range and discontinue the
manufacture and sale of most products sold under its Anistel (animal health)
and Crystel (pharmaceutical) brands, due to the lower potential growth and
profit margin of these product ranges. While this rationalisation will
initially result in lower revenues and profitability, it will enable the
business to focus solely on its core hospital market and is expected to
deliver improved opportunities for growth once the restructuring process is
complete.

 

Access Intelligence (-£2.9 million) provides Software-as-a-Service (SaaS)
solutions to the global marketing and communications sector. Access
Intelligence delivered meaningful revenue growth in its core business in the
financial year ended 30 November 2021, with organic Annual Contract Value
increasing by 23% year on-year. Further growth is expected in the current
financial year following the acquisition of Isentia in September 2021. Isentia
will provide the enlarged group with scale in the Asia Pacific region, as well
as broadening the range of services offered. In recent years, Access
Intelligence has experienced strong growth in Europe and North America and
management also expects revenues in these regions to accelerate following
investment in sales and marketing during 2021. As a result of both organic and
acquisitive growth, total revenues for the financial year ended 30 November
2021 increased by 75% to £33.3 million (2020: £19.1 million) and, for the
first time in its long history on AIM, the business is close to achieving
sustainable profitability. Current analyst forecasts are anticipating a
cashflow breakeven position to be reached during 2023, with accelerating and
sustainable levels of profitability expected thereafter.

 

Trellus Health (-£2.6 million) is a leading pioneer in resilience driven care
and the first digital health company focused on the interaction of chronic
physical conditions and mental health. Trellus Health made significant
progress during 2021. The company successfully listed on AIM having raised
£28.5 million in the process. This additional funding enables the company to
further develop and enhance its Trellus ElevateTM technology platform, which
has the potential to transform the care and treatment of chronic conditions
such as Crohn's Disease and Irritable Bowel Syndrome. In respect of its
financial year ended 31 December 2021, Trellus incurred an EBITDA loss of
approximately $5.7 million, while the net cash position at the year-end was
more than $30 million. The management team at Trellus continues to keep a
tight control over costs and is managing further product investment carefully
as the business begins to transition from its development phase into revenue
generation. The main focus during the remainder of 2022 will be on the
establishment of additional demonstration programmes, securing new
business-to-business contracts and further recruitment of direct-to-consumer
patients in order to validate and reinforce the positive outcomes delivered in
the original development of the TrellusElevate platform.

 

Surface Transforms (-£2.3 million) is a manufacturer of carbon fibre ceramic
brake discs for the automotive industry. For the financial year ended 31
December 2021, revenues grew by 21% to £2.4 million. Importantly, since the
start of its new financial year, Surface Transforms has confirmed the signing
of a further significant contract with an existing customer with a total value
of approximately £100 million. A key feature of this new contract is that
Surface Transforms will be the sole supplier of carbon ceramic brake discs on
a new model variant for this well-known car manufacturer. The contract clearly
has implications for Surface Transforms' capacity requirements, which
management is addressing through an expansion of the existing manufacturing
facility in Knowsley.

 

Trackwise Designs (-£2.2 million) is a leading provider of specialist
products using advanced printed circuit technology. Trackwise Designs' trading
update for its financial year ended 31 December 2021 highlighted another year
of continued progress, which highlighted a 33% growth in overall revenues to
£8.08 million and includes a 140% increase in the value of sales of its
Improved Harness Technology ("IHT") product. A new facility at Stonehouse,
designed to increase IHT manufacturing capacity, has continued to make
progress in line with management expectations and the business remains on
track to deliver the remainder of the agreed volumes to its main UK Electric
Vehicle OEM customer.

 

Destiny Pharma (-£2.1 million) is a clinical phase biotechnology company
dedicated to the development of novel medicines that can prevent
life-threatening infections. During the six-month period ended 31 March 2022,
Destiny Pharma announced that it had successfully raised a further £6.5
million in new capital. The net proceeds of this fund-raise will be used to
progress the Phase 3 trials of its two lead clinical assets, NTCD-M3 and XF-73
Nasal. The progress made in developing the company's pipeline of clinical
assets during 2021 was encouraging and included acquiring full control of the
two key, high quality, late-stage clinical assets targeted at infection
prevention, which are backed by strong Phase 2 clinical data and have a clear
commercial positioning.

 

Given the difficult market conditions, positive contributions from investee
companies were scarce. Interactive Investor, the Company's best performing
investment during the period, delivered an unrealised capital gain of £8.6
million, while the positive contribution from the other best performing
investments amounted to £1.7 million. In aggregate, the unrealised capital
declines from the ten biggest detractors from performance amounted to £39.3
million. It is important to emphasise that these declines reflect the
difficult market conditions experienced during the period under review, rather
than being as a result of poor performance from, or lack of progress made by
the investee companies held in the portfolio.

 

Investment Activity

In view of the volatile market conditions, investment activity has been
deliberately constrained during the period under review.

 

One new VCT qualifying investment into Gelion was completed in the six months
to the end of March, at an investment cost of £1.9 million. In addition,
secondary investments were made in five existing portfolio companies at a
total cost of £4.6 million. Given the prevailing market conditions, the
initial returns from these investments have been satisfactory.

 

A number of disposals were also made during the period, which collectively
generated significant realised capital profits. Included in these disposals,
was the completion of the previously announced sale of Augean to a trade
competitor, which realised a capital profit in excess of £10 million. This
capital gain was subsequently distributed to Shareholders via a one-off
special dividend of 7.0 pence per share, which was paid on 10 February 2022.

 

Chris Hutchinson

Unicorn Asset Management Limited

10 June 2022

Investment Objective

The Company's objective is to provide Shareholders with an attractive return
from a diversified portfolio of investments, predominantly in the shares of
AIM quoted companies, by maintaining a steady flow of dividend distributions
to Shareholders from the income as well as capital gains generated by the
portfolio.

It is also the objective that the Company should continue to qualify as a
Venture Capital Trust, so that Shareholders benefit from the taxation
advantages that this brings. To achieve this at least 80% for accounting
periods commencing after 6 April 2019 (previously 70%) of the Company's total
assets are to be invested in qualifying investments of which 70% by VCT value
(30% in respect of investments made before 6 April 2018 from funds raised
before 6 April 2011) must be in ordinary shares which carry no preferential
rights (save as permitted under VCT rules) to dividends or return of capital
and no rights to redemption.

Investment Policy

In order to achieve the Company's investment objective, the Board has agreed
an investment policy which requires the Investment Manager to identify and
invest in a diversified portfolio, predominantly of VCT qualifying companies
quoted on AIM that display a majority of the following characteristics:

➢ experienced and well-motivated management;

➢ products and services supplying growing markets;

➢ sound operational and financial controls; and

➢ potential for good cash generation to finance ongoing development and
support for a progressive dividend policy.

Asset allocation and risk diversification policies, including maximum
exposures, are to an extent governed by prevailing VCT legislation. No single
holding may represent more than 15% (by VCT value) of the Company's total
investments and cash, at the date of investment.

There are a number of VCT conditions which need to be met by the Company which
may change from time to time. The Investment Manager will seek to make
qualifying investments in accordance with such requirements.

Asset mix

Where capital is available for investment while awaiting suitable VCT
qualifying opportunities or is in excess of the 80% VCT qualification
threshold for accounting periods commencing after 6 April 2019, it may be held
in cash or invested in money market funds, collective investment vehicles or
non-qualifying shares and securities of fully listed companies registered in
the UK.

Borrowing

To date the Company has operated without recourse to borrowing. The Board may
however consider the possibility of introducing modest levels of gearing up to
a maximum of 10% of the adjusted capital and reserves, should circumstances
suggest that such action is in the interests of Shareholders.

Venture Capital Trust Status

The Company has satisfied the requirements for approval as a Venture Capital
Trust ("VCT") under section 274 of the Income Tax Act 2007 (ITA). It is the
Directors' intention to continue to conduct the business of the Company so as
to maintain compliance with that section.

Unaudited Investment Portfolio Summary
as at 31 March 2022
 Qualifying investments                                                  Book cost  Valuation  % of net assets by value *

                                                                         £'000      £'000
 AIM quoted investments:
 Abcam                                                                   1,161      16,191     5.1
 Tracsis                                                                 1,500      16,170     5.1
 MaxCyte                                                                 2,926      13,272     4.2
 Anpario                                                                 1,422      10,071     3.2
 Surface Transforms                                                      3,164      9,260      2.9
 Avingtrans                                                              996        7,719      2.4
 Mattioli Woods                                                          1,626      7,530      2.4
 Directa Plus                                                            4,610      7,048      2.2
 Access Intelligence                                                     3,159      6,847      2.2
 Keywords Studio                                                         304        6,451      2.0
 Animalcare Group                                                        2,401      5,468      1.7
 Cohort                                                                  1,278      5,268      1.7
 Tristel                                                                 878        5,233      1.7
 Ilika                                                                   1,528      4,593      1.5
 Arecor Therapeutics                                                     2,500      4,314      1.4
 Saietta Group                                                           3,151      4,201      1.3
 Belvoir Group                                                           1,883      4,106      1.3
 Instem                                                                  985        4,052      1.3
 Idox                                                                    1,242      4,023      1.3
 Renalytix AI                                                            1,425      3,181      1.0
 Feedback                                                                4,000      3,157      1.0
 Avacta Group                                                            932        3,139      1.0
 Lunglife AI                                                             3,080      2,975      0.9
 AB Dynamics                                                             793        2,750      0.9
 Angle                                                                   1,385      2,714      0.9
 ULS Technology                                                          1,500      2,700      0.9
 Verici DX                                                               2,125      2,560      0.8
 Totally                                                                 3,106      2,073      0.7
 Polarean Imaging                                                        1,907      2,066      0.7
 Destiny Pharma                                                          2,500      1,957      0.6
 Engage XR (formerly VR Education Holdings)                              2,084      1,945      0.6
 The City Pub Group                                                      2,250      1,746      0.6
 SuINOx Group                                                            1,700      1,643      0.5
 44 investments, each valued at less than 0.5% of net assets             50,624     22,464     7.1
                                                                         116,125    198,887    63.1
 Qualifying investments
 Unlisted investments:
 Hasgrove                                                                1,303      22,340     7.1
 Interactive Investor**                                                  1,250      17,071     5.4
 nkoda Limited                                                           2,500      1,015      0.3
 Heartstone Inns                                                         1,113      550        0.2
 Phynova                                                                 1,500      376        0.1
 Osirium Technologies - Loan Stock                                       500        350        0.1
 LightwaveRF                                                             2,616      335        0.1
 4 investments, each valued at less than 0.1% of net assets              3,365      86         0.0
                                                                         14,147     42,123     13.3
 Total qualifying investments                                            130,272    241,010    76.4

 Non-qualifying investments
 Interactive Investor**                                                  2,197      34,785     11.0
 Fully listed UK equities                                                8,356      7,362      2.4
 Unicorn Ethical Fund (OEIC) Income                                      4,483      4,091      1.3
 AIM quoted investments                                                  5,071      3,827      1.2
 Other unlisted investments each valued at less than 0.1% of net assets  368        -          -
 Total non-qualifying investments                                        20,475     50,065     15.9
 Total investments                                                       150,747    291,075    92.3
 Cash and cash equivalents                                                          26,242     8.3
 Current assets                                                                     156        0.1
 Current liabilities                                                                (2,181)    (0.7)
 Net assets                                                                         315,292    100.0

 

* Based on fair value not VCT carrying value

** The holding in Interactive Investor consists of both qualifying and
non-qualifying shares.

 
Responsibility Statement
Directors' Statement of Principal Risks and Uncertainties

The important events that have occurred during the period under review and the
key factors influencing the financial statements are set out in the Chair's
Statement and Investment Manager's Review above.

In accordance with DTR 4.2.7, the Directors consider that with the exception
of those mentioned below, the principal risks and uncertainties facing the
Company have not materially changed since the publication of the Annual Report
and Accounts for the year ended 30 September 2021.

The principal risks faced by the Company include, but are not limited to:

•    investment and strategic

•    regulatory and tax

•    operational

•    fraud, dishonesty and cyber

•    financial instruments

•    economic, Brexit and political

•    black swan events

•    emerging

A more detailed explanation of these risks and the way in which they are
managed can be found in the Strategic Report on pages 27 and 28 and in the
Notes to the Financial Statements on pages 68 and 69 of the 2021 Annual Report
and Accounts - copies can be found via the Company's website,
www.unicornaimvct.co.uk (http://www.unicornaimvct.co.uk) .

Global Pandemics

Covid-19 remains a significant risk which has impacted global commercial
activities. The Board continues to monitor the pandemic and has considered the
impact it has had to date and assessed the impact it may have in the future.
We cannot ignore the impact of Covid-19 and the Board continues to liaise with
the Investment Manager to obtain a full understanding of the impact on the
investee companies.

Ukraine conflict

The Russian invasion of Ukraine and subsequent sanctions on Russia are
resulting in a heightening of risks around inflation and continuity of supply
of a wide selection of raw materials and vital components. As this follows the
disruptions caused by Brexit and the global Covid-19 pandemic the levels of
uncertainty are significant and the risk of a global recession, that would
adversely impact many of the businesses in which the Company invests, remains.

 

Directors' Statement of Responsibilities in Respect of the Financial
Statements

In accordance with Disclosure and Transparency Rule (DTR) 4.2.10, Tim Woodcock
(Chair), Charlotta Ginman, Jeremy Hamer (Chair of the Audit Committee),
Jocelin Harris (Senior Independent Director), and Josie Tubbs, the Directors,
confirm that to the best of their knowledge:

● the condensed set of financial statements, which have been prepared in
accordance with FRS 104 "Interim Financial Reporting" give a true and fair
view of the assets, liabilities, financial position and loss of the Company
for the period ended 31 March 2022, as required by DTR 4.2.4;

● this Half-Yearly Report includes a fair review of the information required
as follows:

        the interim management report included within the Chair's
Statement, the Investment Manager's Review and the Investment Portfolio
Summary, includes a fair review of the information required by DTR 4.2.7 being
an indication of important events that have occurred during the first six
months of the financial year and their impact on the condensed set of
financial statements; and a description of the principal risks and
uncertainties facing the Company for the remaining six months of the year; and

         there were no other related party transactions in the first six
months of the current financial year that are required to be disclosed in
accordance with DTR 4.2.8.

Cautionary Statement

This report may contain forward looking statements with regards to the
financial condition and results of the Company, which are made in the light of
current economic and business circumstances. Nothing in this report should be
construed as a profit forecast.

The Half-Yearly Report was approved by the Board of Directors on 10 June 2022
and the above responsibility statement was signed on its behalf by:

 

Tim Woodcock

Chair

10 June 2022

Management of the Company

The Board has overall responsibility for the Company's affairs including the
determination of its investment policy. Risk is spread by investing in a
number of different businesses across different industry sectors. The
Investment Manager, Unicorn Asset Management Limited, is responsible for
managing sector and stock specific risk and the Board does not impose formal
limits in respect of such exposures. However, in order to maintain compliance
with HMRC rules and to ensure that an appropriate spread of investment risk is
achieved, the Board receives and reviews comprehensive reports from the
Investment Manager on a monthly basis. When the Investment Manager proposes to
make any investment in an unquoted company, the prior approval of the Board is
required. The Board continues to take the need for transparency and
independence seriously. When a conflict arises involving a relationship
between any Director and an investee or proposed investee company, that
Director abstains from any discussion or consideration on any such investment
by the Company.

 

The Administrator, ISCA Administration Services Limited, provides Company
Secretarial and Accountancy services to the Company.

 

Unaudited Condensed Income Statement
for the six months ended 31 March 2022

                                                                   Six months ended 31 March 2022 (unaudited)         Six months ended 31 March 2021 (unaudited)         Year ended 30 September 2021 (audited)
                                                                   Revenue          Capital          Total            Revenue          Capital          Total            Revenue        Capital        Total

                                                                   £'000            £'000            £'000            £'000            £'000            £'000            £'000          £'000          £'000
 Net unrealised                                                    -                (61,056)         (61,056)         -                80,885           80,885           -              109,078        109,078

 (losses)/gains on investments                                7
 Net gains on realisation of investments                      7    -                921              921              -                3,606            3,606            -              6,741          6,741
 Income                                                       4    578              -                578              913              -                913              1,717          317            2,034
 Investment management fees

                                                              2    (742)            (2,229)          (2,971)          (709)            (2,126)          (2,835)          (1,515)        (4,544)        (6,059)
 Other expenses                                                    (356)            -                (356)            (362)            -                (362)            (733)          -              (733)
 (Loss)/profit/ on ordinary activities before taxation

                                                                   (520)            (62,364)         (62,884)         (158)            82,365           82,207           (531)          111,592        111,061
 Tax on (loss)/profit on ordinary activities

                                                              3    -                -                -                -                -                -                -              -              -

 (Loss)/profit and total comprehensive income after taxation                                                                                                                                           111,061

                                                                   (520)            (62,364)         (62,884)         (158)            82,365           82,207           (531)          111,592

 Basic and diluted earnings per share: Ordinary Shares

                                                              5    (0.35)p          (41.38)p         (41.73)p         (0.11)p          56.30p           56.19p           (0.36)p        75.39p         75.03p

 

All revenue and capital items in the above statement derive from continuing
operations of the Company.

 

The total column of this statement is the Statement of Total Comprehensive
Income of the Company prepared in accordance with Financial Reporting
Standards ("FRS"). The supplementary revenue return and capital return columns
are prepared in accordance with the Statement of Recommended Practice ("AIC
SORP") issued in April 2021 by the Association of Investment Companies.

 

Other than revaluation movements arising on investments held at fair value
through Profit or Loss Account, there were no differences between the
(loss)/profit as stated above and at historical cost.

 

The notes form part of these Half-Yearly financial statements.

 

Unaudited Condensed Statement of Financial Position
as at 31 March 2022

 

                                                                              As at               As at                                       As at

                                                                 31 March 2022                    31 March 2021       30 September 2021

                                                         Notes        (unaudited)                 (unaudited)                           (audited)

                                                                             £'000                £'000               £'000
 Non-current assets
 Investments at fair value                               1e, 7   291,075                          326,278             368,599

 Current assets
 Debtors                                                         156                              165                 454
 Cash and cash equivalents                                       26,242                           21,861              3,642
                                                                 26,398                           22,026              4,096
 Creditors; amounts falling due within one year

                                                                 (2,181)                          (2,020)             (1,897)
                                                                 24,217                           20,006              2,199

 Net current assets

 Net assets                                                      315,292                          346,284             370,798

 Share capital and reserves
 Called up share capital                                         1,611                            1,492               1,491
 Capital redemption reserve                                      102                              74                  88
 Share premium account                                           79,193                           50,617              53,602
 Capital reserve                                                 147,402                          194,040             222,185
 Special reserve                                                 66,176                           92,902              87,659
 Profit and loss account                                         20,808                           7,159               5,773

 Equity Shareholders' funds                                      315,292                          346,284             370,798

 Basic and diluted net asset value per share of 1p each
 Ordinary Shares                                         8       195.74p                          232.06p             248.55p

 

The financial information for the six months ended 31 March 2022 and the six
months ended 31 March 2021 have not been audited.

 

The notes form part of these Half-Yearly financial statements.

 

Unaudited Condensed Statement of Changes in Equity
for the six months ended 31 March 2022
 
                                                           Called up share capital

                                                           £'000                    Capital redemption reserve   Share premium account   Unrealised capital reserve                          Profit and loss account*

                                                                                    £'000                        £'000                   £'000                        Special   reserve*     £'000

                                                                                                                                                                      £'000                                                Total

                                                                                                                                                                                                                           £'000

 Six months ended 31 March 2022
 As at 1 October 2021                                      1,491                    88                           53,602                  222,185                      87,659                 5,773                         370,798
 (Loss)/profit after taxation                              -                        -                            -                       (74,783)                     -                      11,899                        (62,884)
 Transfer to special reserve                               -                        -                            -                       -                            (3,136)                3,136                         -
 Shares issued under Offer for Subscription, net of costs  127                      -                            24,258                  -                            -                      -                             24,385
 Net proceeds from DRIS share issue                        7                        -                            1,333                   -                            -                      -                             1,340
 Shares purchased for cancellation and cancelled           (14)                     14                           -                       -                            (2,747)                -                             (2,747)
 Dividends paid                                            -                        -                            -                       -                            (15,600)               -                             (15,600)
 At 31 March 2022                                          1,611                    102                          79,193                  147,402                      66,176                 20,808                        315,292

 Six months ended 31 March 2021
 As at 1 October 2020                                      1,457                    56                           38,320                  117,421                      98,434                                4,518          260,206
 Profit after taxation                                     -                        -                            -                       76,619                       -                      5,588                         82,207
 Transfer to special reserve                               -                        -                            -                       -                            (2,126)                2,126                         -
 Shares issued under Offer for Subscription, net of costs  52                       -                            11,922                  -                            -                      -                             11,974
 Net proceeds from DRIS share issue                        1                        -                            375                     -                            -                      -                             376
 Shares purchased for cancellation and cancelled           (18)                     18                           -                       -                            (3,406)                -                             (3,406)
 Dividends paid                                            -                        -                            -                       -                            -                      (5,073)                       (5,073)
 At 31 March 2021                                          1,492                    74                           50,617                  194,040                      92,902                                7,159          346,284

 Year ended 30 September 2021
 As at 1 October 2020                                      1,457                    56                           38,320                  117,421                      98,434                                4,518          260,206
 Profit after taxation                                     -                        -                            -                       104,764                      -                      6,297                         111,061
 Transfer to special reserve                               -                        -                            -                       -                            (4,511)                4,511                         -
 Shares issued under Offer for Subscription, net of costs  63                       -                            14,532                  -                            -                      -                             14,595
 Net proceeds from DRIS share issues                       3                        -                            750                     -                            -                      -                             753
 Shares purchased for cancellation and cancelled           (32)                     32                           -                       -                            (6,264)                -                             (6,264)
 Dividends paid                                            -                        -                            -                       -                            -                      (9,553)                       (9,553)
 At 30 September 2021                                      1,491                    88                           53,602                  222,185                      87,659                                5,773          370,798

 

The financial information for the six months ended 31 March 2022 and the six
months ended 31 March 2021 have not been audited.

 

The profit and loss account comprises the revenue reserve of £(852,000) and
the realised capital reserve of £21,660,000.

 

*The special reserve and profit and loss account are distributable to
Shareholders. The special reserve is used to fund market purchases of the
Company's own shares, to make distributions and to write-off existing and
future losses.

 

The notes form part of these Half-Yearly financial statements.

 

Unaudited Condensed Statement of Cash Flows
for the six months ended 31 March 2022

 

                                                                               Notes  Six months ended 31 March 2022  Six months ended 31 March 2021  Year ended 30 September 2021

                                                                                      (unaudited)                     (unaudited)                     (audited)

                                                                                      £'000                           £'000                           £'000
 Operating activities
 Investment income received                                                           878                             1,135                           1,951
 Investment management fees paid                                                      (3,166)                         (2,541)                         (5,651)
 Other cash payments                                                                  (363)                           (331)                           (742)
 Net cash outflow from operating activities                                           (2,651)                         (1,737)                         (4,442)

 Investing activities
 Purchase of investments                                                       7      (6,535)                         (11,532)                        (29,494)
 Sale of investments                                                           7      23,938                          9,857                           16,838
 Net cash inflow/(outflow) from investing activities                                  17,403                          (1,675)                         (12,656)
 Net cash inflow/(outflow) before financing                                           14,752                          (3,412)                         (17,098)
 Financing
 Dividends paid                                                                6      (14,244)                        (4,682)                         (8,768)
 Shares issued under Offer for Subscription (net of transaction costs paid in         24,855                          11,974                          14,417
 the period)

 Expenses of DRIS share issues                                                        (16)                            -                               (32)
 Shares repurchased for cancellation                                                  (2,747)                         (3,406)                         (6,264)
 Net cash inflow/(outflow) from financing                                             7,848                           3,886                           (647)
 Net increase/(decrease) in cash and cash equivalents                                 22,600                          474                             (17,745)
 Cash and cash equivalents at start of period                                         3,642                           21,387                          21,387
 Cash and cash equivalents at end of period                                           26,242                          21,861                          3,642

 Reconciliation of operating (loss)/profit to net cash outflow from operating
 activities

 (Loss)/profit for the period                                                         (62,884)                        82,207                          111,061
 Net unrealised losses /(gains) on investments                                        61,056                          (80,885)                        (109,078)
 Net gains on realisation of investments                                              (921)                           (3,606)                         (6,741)
 Transaction costs                                                                    (5)                             (10)                            (11)
 Decrease/(increase) in debtors and prepayments                                       298                             227                             (62)
 (Decrease)/increase in creditors and accruals                                        (186)                           342                             412
 Reconciling items - dividends reinvested                                             (9)                             (12)                            (23)
 Net cash outflow from operating activities                                           (2,651)                         (1,737)                         (4,442)

The financial information for the six months ended 31 March 2022 and the six
months ended 31 March 2021 have not been audited.

 

The notes form part of these Half-Yearly financial statements.

 
Notes to the unaudited financial statements
for the six months ended 31 March 2022

 

1.  Principal accounting policies
a)      Statement of compliance
The Company's Financial Statements for the six months to 31 March 2022 have been prepared under UK Generally Accepted Accounting Practice ("UK GAAP") and the Statement of Recommended Practice, 'Financial Statements of Investment Trust Companies and Venture Capital Trusts' ('the SORP') issued in April 2021 by the Association of Investment Companies.
The financial statements have been prepared in accordance with the accounting policies set out in the statutory accounts for the year ended 30 September 2021.
b)      Financial information
The financial information contained in this report does not constitute statutory accounts as defined in Section 434 of the Companies Act 2006. The financial information for the periods ended 31 March 2022 and 31 March 2021 have not been audited or reviewed by the Company's Auditor pursuant to the Auditing Practices Board guidance on such reviews. The information for the year to 30 September 2021 has been extracted from the latest published Annual Report and Financial Statements, which have been lodged with the Registrar of Companies, contained an unqualified auditors' report and did not contain a statement required under Section 498 (2) or (3) of the Companies Act 2006.
c)      Going concern
After due consideration, the Directors believe that the Company has adequate resources for the foreseeable future and that it is appropriate to apply the going concern basis in preparing the financial statements. As at 31 March 2022, the Company held cash balances of £26.2 million. A large proportion of the Company's investment portfolio remains invested in AIM and fully listed equities which may be realised, subject to the need for the Company to maintain its VCT status. Cash flow projections covering a period of twelve months from the date of approving the financial statements have been reviewed and show that the Company has sufficient funds to meet both contracted expenditure and any discretionary cash outflows from buybacks and dividends. The Company has no external loan finance in place and is therefore not exposed to any gearing covenants. In assessing the Company's ability to continue as a going concern, the Board has fully considered the impact of the ongoing Covid-19 pandemic.
d) Presentation of the Income Statement

In order to better reflect the activities of a VCT and in accordance with the
SORP, supplementary information which analyses the Income Statement between
items of a revenue and capital nature has been presented alongside the
Statement of Comprehensive Income. The revenue column of loss attributable to
Shareholders is the measure the Directors believe appropriate in assessing the
Company's compliance with certain requirements set out in Section 274 Income
Tax Act 2007.

 

e) Investments

All investments held by the Company are classified as "fair value through
profit or loss", in accordance with FRS102. This classification is followed as
the Company's business is to invest in financial assets with a view profiting
from their total return in the form of capital growth and income and in
accordance with the Company's risk management and investment policy. In the
preparation of the valuation of assets, in accordance with current IPEV
guidelines, the Directors are required to make judgements and estimates that
are reasonable and incorporate their knowledge of the performance of the
investee companies.

·      For investments actively traded on organised financial markets,
fair value is generally determined by reference to Stock Exchange market
quoted bid prices at the close of business on the balance sheet date.
Purchases and sales of quoted investments are recognised on the trade date
where a contract of sale exists whose terms require delivery within a time
frame determined by the relevant market.

·      Unquoted investments are reviewed at least quarterly to ensure
that the fair values are appropriately stated and are in accordance with
current IPEV guidelines as updated in December 2018, which relies on
subjective estimates. Fair value is established by assessing different methods
of valuation, such as price of recent transaction, sales multiples, earnings
multiples, discounted cash flows and net assets. Purchases and sales of
unlisted investments are recognised when the contract for acquisition or sale
becomes unconditional.

·      Where a company's underperformance against plan indicates a
diminution in the value of the investment, provision against cost is made, as
appropriate. Where it is considered the value of an investment has fallen
permanently below cost, the loss is treated as a permanent impairment and as a
realised loss, even though the investment is still held. The Board assesses
the portfolio for such investments and, after agreement with the Investment
Manager, will agree the values that represent the extent to which an
investment loss has become realised. This is based upon an assessment of
objective evidence of that investment's future prospects, to determine whether
there is potential for the investment to recover in value.

·       Redemption premiums on loan stock investments are recognised at
fair value when the Company receives the right to the premium and when
considered recoverable.

 

f)     Capital reserves

(i) Realised (included within the Profit and Loss Account reserve)

The following are accounted for in this reserve:

• Gains and losses on realisation of investments;

• Permanent diminution in value of investments; and

• Transaction costs incurred in the acquisition of investments.

 

(ii) Unrealised capital reserve (Revaluation reserve)

Increases and decreases in the valuation of investments held at the period end
are accounted for in this reserve, except to the extent that the diminution is
deemed permanent.

 

In accordance with stating all investments at fair value through profit or
loss, all such movements through both unrealised and realised capital reserves
are shown within the Income Statement for the period.

 

(iii) Special reserve

The costs of share buybacks are charged to this reserve. In addition, any
realised losses on the sale of investments, and 75% of the management fee
expense, and the related tax effect, are transferred from the Profit and Loss
Account reserve to this reserve. This reserve can also be used for
distributions made by the Company.

 

2.   Investment Management Fees

Unicorn Asset Management Limited ("UAML") receives an annual management fee,
calculated and payable quarterly in arrears, of 2.0% of the net asset value of
the Company, excluding the value of the investments in the OEICs which are
also managed by UAML, up to net assets of £200 million, 1.5% of net assets in
excess of £200 million and 1.0% of net assets in excess of £450 million. If
the Company raises further funds during a quarter the net asset value for that
quarter shall be reduced by an amount equal to the amount raised, net of
costs, multiplied by the percentage of days in that quarter prior to the funds
being raised.

The Directors have charged £2,229,000 being 75% of the investment management
fees to the capital reserve and the balance of 25% being £742,000 to revenue.

 

At 31 March 2022, £1,417,000 payable to the Investment Manager is included in
creditors due within one year.

 

3.  Taxation

The total allowable expenses exceed income hence there is no tax charge for
the period.

 

4.  Income
                                                         Six months      Six months      Year ended

                                                         ended           ended           30 September 2021

                                                         31 March 2022   31 March 2021   (audited)

                                                         (unaudited)     (unaudited)     £'000

                                                         £'000           £'000

 Dividends                                               513             829             1,782
 Unicorn managed OEICs (including reinvested dividends)  74              64              213
 Bank deposit interest                                   -               1               2
 Loan stock interest                                     (9)             19              37

                                                         578             913             2,034

 

 

5.  Basic and diluted earnings and return per share
 `                                                             Six months          Six months          Year ended

                                                               ended               ended               30 September

                                                               31 March 2022       31 March 2021        2021

                                                               (unaudited)         (unaudited)         (audited)

 Total earnings after taxation (£'000)                         (62,884)            82,207              111,061
 Basic and diluted earnings per share                          (41.73)p            56.19p              75.03p

 Net revenue from ordinary activities after taxation (£'000)   (520)               (158)               (531)
 Basic and diluted revenue earnings per share                  (0.35)p             (0.11)p             (0.36)p

 Total capital return after taxation (£'000)                   (62,364)            82,365              111,592
 Basic and diluted capital earnings per share                  (41.38)p            56.30p              75.39p
 Weighted average number of shares in issue in the period

                                                               150,691,628         146,297,150         148,025,648

 

There are no instruments in place that may increase the number of shares in
issue in the future. Accordingly, the above figures represent both basic and
diluted earnings per share.

 

6.  Dividends

                                                                                Six months ended  Six months ended  Year ended

                                                                                31 March 2022     31 March 2021     30 September 2021

                                                                                (unaudited)       (unaudited)       (audited)

                                                                                £'000             £'000             £'000
 Amounts recognised as distributions to equity holders in the period:
 Final capital dividend of 3.5 pence per share for the year ended 30 September  -                 5,073             5,073
 2020 paid on 11 February 2021
 Interim capital dividend of 3.0 pence per share year ended 30 September 2021   -                 -                 4,484
 paid on 12 August 2021
 Final capital dividend of 3.5 pence per share for the year ended 30 September  5,200             -                 -
 2021 paid on 10 February 2022
 Special interim dividend of 7.0 pence per share for the year ended 30          10,400            -                 -
 September 2022 paid on 10 February 2022
 Total dividends paid in the period*                                            15,600            5.073             9,557
 Unclaimed dividends returned                                                   ‑                 ‑                 (4)

                                                                                15,600            5,073             9,553

 

* The difference between total dividends paid and that shown in the Condensed
Cash Flow Statement is £1,356,000, which is the amount of dividends
reinvested under the Dividend Reinvestment Scheme ("DRIS"). To arrive at the
movement of £1,340,000 shown in the Condensed Statement of Changes in Equity,
expenses of £16,000 have been deducted.

 

7. Investments at fair value
                                                                Traded on AIM   Unlisted shares    Unlisted loan stock    Unicorn    Total

                                               Fully listed     £'000           £'000              £'000                  OEIC       £'000

                                               £'000                                                                      funds

                                                                                                                          £'000
 Book cost at 30 September 2021                13,709           117,283         16,199             500                    5,798      153,489
 Unrealised gains at 30 September 2021         374              156,708         63,324             -                      1,779      222,185
 Permanent impairment in value of investments  -                (3,980)         (3,095)            -                      -          (7,075)
 Opening valuation at 30 September 2021        14,083           270,011         76,428             500                    7,577      368,599
 Purchases at cost                             -                6,535           -                  -                      9          6,544
 Sale proceeds                                 (6,259)          (13,496)        (1,054)            -                      (3,129)    (23,938)
 Net realised gains/(losses) *                 6                (35)            1,054              -                      (99)       926
 (Decrease)/increase in unrealised gains       (468)            (60,301)        130                (150)                  (267)      (61,056)
 Closing valuation at 31 March 2022            7,362            202,714         76,558             350                    4,091      291,075
 Book cost at 31 March 2022

                                               8,356            121,196         16,212             500                    4,483      150,747
 Unrealised (losses)/gains at 31 March 2022    (994)            85,498          63,441             (150)                  (392)      147,403
 Permanent impairment in value of investments  -                (3,980)         (3,095)            -                      -          (7,075)
 Closing valuation at 31 March 2022            7,362            202,714         76,558             350                    4,091      291,075

 

*Transaction costs on the purchase and disposal of investments of £5,000 were
incurred in the period. These are excluded from realised gains shown above of
£926,000 but were included in arriving at gains on realisations of
investments disclosed in the Condensed Income Statement of £921,000.

 

   Reconciliation of cash movements in investment transactions

The difference between the purchases in Note 7 above and that shown in the
Condensed Cash Flow Statement. is £9,000 which is the reinvested dividends in
the Unicorn Ethical Fund.

Fair value hierarchy

The table below sets out fair value measurements using FRS 102 s11.27 fair
value hierarchy. The Company has one class of assets, being at fair value
through profit or loss.

 

                                  Level 1  Level 2  Level 3  Total

                                  £000     £'000    £'000    £'000
 At 31 March 2022
 Equity investments               210,076  51,856   24,702   286,634
 Loan stock investments           -        -        350      350
 Open ended investment companies  4,091    -        -        4,091
 Total                            214,167  51,856   25,052   291,075

 At 31 March 2021
 Equity investments               250,512  -        68,040   318,552
 Non-equity investments           306      -        -        306
 Loan stock investments           -        -        500      500
 Open ended investment companies  6,920    -        -        6,920
 Total                            257,738  -        68,540   326,278

 At 30 September 2021
 Equity investments               283,757  -        76,428   360,185
 Non-equity investments           337      -        -        337
 Loan stock investments           -        -        500      500
 Open ended investment companies  7,577    -        -        7,577
 Total                            291,671  -        76,928   368,599

There are currently no financial liabilities at fair value through profit or
loss.

Categorisation within the hierarchy has been determined on the lowest level
input that is significant to the fair value measurement of the relevant asset
as follows:

Level 1 - valued using quoted prices in active markets for identical assets.

Level 2 - valuation by reference to valuation techniques using directly
observable inputs other than quoted prices included within Level 1.

Level 3 - valued by reference to valuation techniques using inputs that are
not based on observable market data.

The valuation techniques used by the Company are explained in the accounting
policies in Note 1.

The level 2 investment of £51.8 million relates to the investment in
Interactive Investor which the Board feels can be valued using directly
observable inputs other than quoted prices, due to the information regarding
its takeover by abrdn plc being announced to the market. At 31 March 2022, the
investment was held at an approximate 5% discount to the value of the
transaction price announced. Subsequent to the period end the Company received
proceeds of approximately £55.1 million as disclosed in note 9.

The fair value of unquoted investments, categorised as Level 3, is established
by assessing different methods of valuation, such as price of recent
transaction, sales multiples, earnings multiples, discounted cash flows and
net assets, therefore no assumptions are disclosed, or sensitivity analysis
provided.

A reconciliation of fair value measurements in Level 3 is set out below:

                                                                        Equity            Loan stock

                                                                         Investments       Investments      Total

                                                                        £'000             £'000             £'000
 Opening balance at 1 October 2021                                      76,428            500               76,928
 Transfer to Level 2                                                    (43,228)          -                 (43,228)
 Sales                                                                  (1,054)           -                 (1,054)
 Total gains/(losses) included in (losses)/gains on investments in the
 Condensed Income Statement
 - on assets sold                                                       1,054             -                 1,054
 - on assets held at the period end                                     (8,498)           (150)             (8,648)
 Closing balance at 31 March 2022                                       24,702            350               25,052

 

The transfer into Level 2 relates to Interactive Investor as discussed above.

 

8. Net asset values

                            At 31 March 2022  At 31 March 2021  At 30 September 2021

                            (unaudited)       (unaudited)       (audited)
 Net assets                 £315,292,000      £346,284,000      £370,798,000
 Number of shares in issue  161,074,952       149,221,613       149,185,118
 Net asset value per share  195.74p           232.06p           248.55p

 

9.  Post Balance Sheet Events

As discussed in the Chair's Statement, on 30 May 2022, the Company received
approximately £55.1 million from the sale of Interactive Investor to abrdn
plc. At 31 March 2022, the value in the Financial Statements was £51.8
million. The Board has subsequently declared a special interim dividend of
32.0 pence per share payable alongside the interim dividend of 3.0 pence per
share.

 

10.  Related party transactions

During the first six months of the financial year, no transactions with
related parties have taken place which have materially affected the financial
position or the performance of the Company.

 

11.  Copies of the Half Yearly Report

Copies of the Half Yearly Report will be available for download on the
Company's website: www.unicornaimvct.co.uk. (http://www.unicornaimvct.co.uk.)

 

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

 

A copy of the 2022 Half Yearly Report will be submitted shortly to the
National Storage Mechanism ("NSM") and will be available for inspection at the
NSM, which is situated at:

 

https://data.fca.org.uk/#/nsm/nationalstoragemechanism
(https://data.fca.org.uk/#/nsm/nationalstoragemechanism)

 

 

 

 

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