TIDMMAV4 TIDMTTM
RNS Number : 1511N
Maven Income & Growth VCT 4 PLC
20 September 2019
Maven Income and Growth VCT 4 PLC
Interim Results for the Six Months Ended 30 June 2019
(Unaudited)
The Directors announce the unaudited interim results for the six
months ended 30 June 2019
Highlights
-- NAV total return at 30 June 2019 of 146.33p per share
-- NAV at 30 June 2019 of 72.73p per share
-- Interim dividend of 2.00p per share declared
-- Five new private company holdings added to the portfolio,
with four further investments completed post the period end
-- Two new AIM quoted company holdings added to the portfolio
-- Substantial pipeline of prospective new investments, with a number in advanced process
-- Realisation of the holding in GEV for a total return of 2.7 times cost
-- Realisation of the holding in Just Trays for a total return of 2.0 times cost
Overview
Good progress has been made by your Company in the first half of
the financial year and the Board is pleased to report a further
increase in NAV total return. This was driven principally by
valuation uplifts, reflecting the positive performance of a number
of portfolio companies, and two significant realisations that
completed in June 2019. It was also a busy period for investment
activity, with seven new and nine follow-on transactions completed,
consistent with the strategic objective of constructing a large and
diversified portfolio of private and AIM quoted companies that
offer the prospect of capital gain. The Manager continues to
experience strong levels of new investment opportunities sourced
from across the Maven office network, and it is anticipated that
the second half of the year will see further progress in portfolio
expansion and development. In light of this performance, the
Directors have declared an interim dividend of 2.00p per share.
The Company is continuing to build a large and varied portfolio
of investments across a range of attractive industry sectors,
notably software, fintech, healthcare and speciality manufacturing.
The Manager's regional network now extends to twelve offices across
the UK, with a team of executives who have extensive experience in
the management of private company holdings, as well as a dedicated
AIM team. Maven has developed positive working relationships with
other VCT managers and investors, and will continue to co-invest as
part of a syndicate in order to build as broadly based a portfolio
as possible.
It is encouraging to report that, despite the ongoing political
and economic uncertainty, Maven continues to see both a strong
pipeline of new opportunities, and no discernible impact on the
current portfolio holdings. Maven will continue to apply a highly
selective approach to investment, only supporting companies that
offer a combination of management talent and proven ability, in
tandem with a compelling or disruptive business model, where the
opportunity offers prospective returns commensurate with the
early-stage nature of VCT investment.
Maven also maintains an active relationship with the management
team of every investee company, often appointing a new chairman as
well as a senior Maven executive to the board. This approach helps
to add skills and experience, whilst also allowing the Manager to
closely monitor performance and assist with strategic planning, to
help each business grow and generate shareholder value.
Dividends and Distributable Reserves
As Shareholders will be aware from recent Annual and Interim
Reports, decisions on distributions take into consideration the
availability of surplus revenue, the realisation of capital gains,
the adequacy of distributable reserves and the VCT qualifying level
of the portfolio. These factors are kept under close and regular
review by the Board and the Manager, who both recognise the
importance of tax-free distributions to Shareholders. During 2017
and 2018, your Company made a number of enhanced dividend payments,
which occurred outwith the normal dividend payment pattern and were
the result of a build-up of distributable reserves and the
requirement to maintain ongoing compliance with the VCT
regulations. Whilst your Company does not have a specific dividend
target, the Directors recognise that an extended period of time has
elapsed since the latest dividend was paid and have elected to pay
an interim dividend of 2.00p per Ordinary Share, which is more
aligned to historic distribution levels.
The interim dividend in respect of the year ending 31 December
2019 will be paid on 4 October 2019 to Shareholders on the register
at 6 September 2019. Since the Company's launch, and after receipt
of this latest dividend, 75.60p per share will have been
distributed in tax-free dividends. It should be noted that the
effect of paying dividends is to reduce the NAV of the Company by
the total cost of the distribution.
As the portfolio continues to evolve, and a greater proportion
of holdings are invested in young companies as required by the VCT
regulations, there are likely to be fluctuations in the quantum and
timing of future dividend payments, which may become more closely
associated with realisation activity. The Board and the Manager
will continue to monitor this carefully, in line with your
Company's investment objective.
As highlighted in the 2018 Annual Report, the Directors proposed
a Special Resolution at the Annual General Meeting held on 15 May
2019 to seek approval from Shareholders to cancel the share premium
account and the capital redemption reserve of the Company, pursuant
to the Companies Act 2006, to create a further pool of
distributable reserves that could be used for future dividends or
any purpose for which the Company's profits available for
distribution could be applied. This Resolution was duly passed, and
an application was made to the Scottish Court to have this change
to the Balance Sheet sanctioned, confirmation of which was
announced by the Company on 21 August 2019.
Dividend Investment Scheme (DIS)
Your Company has in place a DIS, through which Shareholders may
elect to have their dividend payments used to subscribe for new
Ordinary Shares issued by the Company under the standing authority
requested from Shareholders at Annual General Meetings. Shares
issued under the DIS should qualify for VCT tax relief applicable
for the tax year in which they are allotted, subject to an
individual Shareholder's particular circumstances. If a Shareholder
is in any doubt about the merits of participating in the DIS, or
their own tax status, they should seek advice from a suitably
qualified adviser.
Shareholders who wish to participate in the DIS in respect of
future dividends, including the interim payment declared above,
should ensure that a DIS mandate or CREST instruction, as
appropriate, is received by the Registrar (Link Market Services) in
advance of 20 September 2019, this being the next dividend election
date. The mandate form, terms & conditions and full details of
the scheme (including further details about tax considerations) are
available from the Company's website at www.mavencp.com/migvct4. A
DIS election can also be made using the Registrar's share portal at
www.signalshares.com.
Portfolio Developments
During the first half of the financial year, the majority of the
companies in the portfolio have generally traded in line with
expectations. Your Company is building a diverse portfolio of
early-stage assets that operate in growth markets, providing
products and services to a wide range of end users, often through a
disruptive or innovative technology-led approach. These early-stage
companies have generally made satisfactory progress, achieving the
milestones set out at the time of the original investment. With
regard to the more established companies it is encouraging to
report that the majority have continued to perform well, and help
to provide balance to the overall portfolio composition.
CB Technology, an assembler and tester of high-end printed
circuit boards used in industrial and semiconductor markets,
continues to make good progress, building on the positive
performance achieved in the previous year. Following a period of
investment, the business is well positioned to further expand its
client base, with a strong order book providing good visibility on
the outturn for the financial year to March 2020.
In 2013, your Company participated in a syndicate to invest in
Global Risk Partners, backing a highly experienced management team
to pursue a buy & build strategy in the speciality insurance
and reinsurance markets. The business has achieved considerable
scale since launch, having completed and successfully integrated 56
acquisitions, with the enlarged group now achieving gross written
premium in excess of GBP700 million per annum. Global Risk Partners
is now the second largest independent insurance broker in the UK
and the outlook remains positive, with a strong pipeline of
acquisition opportunities currently under review. This is a
valuable holding within the portfolio, with the underlying business
well placed for future growth and having the potential to become an
attractive acquisition target.
In light of the continued improvement in market conditions
within the oil & gas sector, the majority of portfolio
companies with exposure are recording increased levels of sales,
higher profitability and improving order books, building on the
improvements of 2018. Following a sustained period of positive
trading and a recovery in profitability, the provision taken
against HCS Control Systems, a specialist designer, manufacturer
and assembler of subsea systems, has been reversed. The Manager
will continue to monitor the progress of sector assets through the
second half of the year.
Curo Compensation, a developer of advanced software-as-a-service
(SaaS) solutions to manage the annual financial compensation cycle
for corporate clients, has made good progress since the initial
investment in December 2017. The company has a diverse client base
including Bupa, Compass Group, Sage and Virgin Atlantic, and is
focused on increasing its customer base and annual contract value.
Additional funding was provided to help support growth,
specifically through the recruitment of a number of experienced
individuals and the planned expansion into the North American
market.
Your Company first invested in ITS Technology, a developer and
operator of full fibre digital networks for urban and rural areas,
in July 2017. Since investment, the business has achieved scale by
expanding its network base and now serves over 1,400 customers.
Visual asset management services group Whiterock continues to
make positive progress in line with the core objectives identified
at the time of original investment. Since 2016, the business has
developed its technology platform and secured a number of material
contracts with international blue-chip clients, representing a
strong endorsement of the product and its capabilities. Follow-on
funding was provided to the company in July 2018 to support growth,
and the outlook for the current year is encouraging.
Following contract delays, further funding was provided to
Cognitive Geology to support the company as it develops new
opportunities, albeit the investment was completed at a lower
valuation, reflective of the slower than anticipated progress.
The Board and the Manager remain optimistic in the long-term
potential of the early stage assets, acknowledging that, whilst the
growth path of younger companies is more difficult to predict,
those that achieve scale should be capable of generating
substantial Shareholder value.
The Directors and the Manager continue to pursue an active
policy with respect to liquidity management and the non- qualifying
holdings in investment trusts and will continue to consider a range
of other income generating investment options permitted under the
VCT regulations.
New Investments
During the period, your Company provided development capital to
five fast-growing private companies that offer investors the
prospect of significant capital growth:
-- Avid Technology is a leader in the design, manufacture and
assembly of powertrain components and propulsion systems for the
electrification of commercial, industrial and high-performance
vehicles, with specific expertise in electric pumps, electric fans,
power electronics, battery systems and traction motors. The company
has an impressive client list, including Caterpillar and Jaguar
Land Rover, and the funding will be used to increase headcount,
invest in facilities and support the scaling up of the
manufacturing capabilities.
-- DigitalBridge has developed a virtual guided design assistant
that uses pioneering artificial intelligence (AI) and computer
vision technology to guide customers through the entire process of
creating a bathroom or kitchen, from concept to completion, via its
online portal. The platform has been operational within B&Q
since 2017 and was rolled out to Castorama, a French company that
is also part of the Kingfisher Group, in early 2018. The investment
will be used to increase headcount, establish an office in the US
and add further functionality to the existing product.
-- Honcho Markets has developed an innovative app-based platform
that aims to redefine how consumers purchase insurance products by
providing a transparent, cost-effective and engaging way of buying
car, home, contents, travel or pet cover. The app uses a reverse
auction marketplace, which enables insurance companies to actively
and transparently bid for consumers' business, ensuring a quote
that puts the customer's interests first and reduces premiums. The
platform will initially be launched within the highly competitive
motor insurance market, with a view to expanding into personal
lines at a future date.
-- Mojo Mortgages is an FCA authorised mortgage broker that has
developed an integrated platform, enabling customers to complete
their mortgage search and full application process online. The
company is focused on improving user experience and, in particular,
reducing the length of time a mortgage application takes to
complete. The funding will be used to support marketing activities,
raise the company's profile and recruit additional staff to help
further develop the technology platform.
-- Symphonic Software is a developer and provider of
context-aware authorisation software that controls user permissions
and access to data. The company aims to change the way
organisations regulate the sharing of information, allowing them to
securely share sensitive and time-critical information. The system
also provides centralised visibility and control over the
application of internal policies across an enterprise's entire data
landscape, within one easy-to-use interface, whilst maintaining
compliance with external regulations. The funding will be invested
in sales and marketing resource and used to help the team to
improve client service levels.
In addition, two new AIM quoted investments were added to the
portfolio:
-- Diaceutics is a data analytics and implementation services
company supporting the pharmaceutical industry. Your Company
participated in the initial public offering in March 2019, when
Diaceutics was admitted to trading on AIM having raised a total of
GBP17 million. The proceeds will be used to expand existing data
sets and develop the technology platform, as well as providing
working capital to fund growth into international markets.
-- MaxCyte is a global medicines and life sciences company
applying its patented cell engineering technology to help patients
with unmet medical needs across a broad range of conditions. Your
Company participated in the GBP10 million fundraising, which
completed in February 2019. The proceeds will enable the business
to accelerate its growth strategy and identify new commercial
opportunities.
The following investments have been completed during the
reporting period:
Investment
cost
Purchases Date Sector GBP'000 Website
------------------------------ ------------ ---------------------- ---------- ------------------------
New unlisted
Avid Technology Group February Automobile & parts 350 www.avidtp.com
Limited 2019
Honcho Markets Limited June 2019 Software & computer 64 www.gethoncho.com
services
(financial services)
Life's Great Group Limited February Software & computer 470 www.mojomortgages.com
(trading as Mojo Mortgages) 2019 services
(financial services)
Shortbite Limited June 2019 Software & computer 225 www.digitalbridge.com
(trading as DigitalBridge) services
(consumer services)
Symphonic Software Limited March 2019 Software & computer 350 www.symphonicsoft.com
services (financial
services/healthcare)
------------------------------ ------------ ---------------------- ---------- ------------------------
Total new unlisted 1,459
-------------------------------------------------------------------- ---------- ------------------------
Follow-on unlisted
ADC Biotechnology Limited June 2019 Pharmaceuticals & 174 www.adcbio.com
biotechnology
Cognitive Geology Limited April 2019 Software & computer 73 www.cognitivegeology.com
services
(energy services)
Contego Solutions Limited March 2019 Software & computer 250 www.northrow.com
(trading as NorthRow) services
(financial services)
ebb3 Limited April 2019 Software & computer 75 www.ebb3.com
services (energy
services/automotive/
construction)
Lending Works Limited May 2019 Software & computer 62 www.lendingworks.co.uk
services
(financial services)
Lydia Limited May 2019 Software & computer 150 www.motokiki.com
(trading as Motokiki) services
(automotive)
QikServe Limited May 2019 Software & computer 64 www.qikserve.com
services
(hospitality)
Rockar 2016 Limited April 2019 Software & computer 50 www.rockar.digital
(trading as Rockar) services
(automotive)
WaterBear Education May 2019 Support services 250 www.waterbear.org.uk
Limited
------------------------------ ------------ ---------------------- ---------- ------------------------
Total follow-on unlisted 1,148
-------------------------------------------------------------------- ---------- ------------------------
Total unlisted 2,607
-------------------------------------------------------------------- ---------- ------------------------
Quoted
Diaceutics PLC March 2019 Software & computer 250 www.diaceutics.com
services
(pharmaceuticals)
MaxCyte Inc February Pharmaceuticals & 250 www.maxcyte.com
2019 biotechnology
------------------------------ ------------ ---------------------- ---------- ------------------------
Total quoted 500
-------------------------------------------------------------------- ---------- ------------------------
Investment
Cost
Purchases (continued) Date Sector GBP'000 Website
--------------------------- ------------ ---------------------- ---------- ------------------------------
Private equity investment
trusts(1)
Apax Global Alpha Limited March 2019 Investment companies 133 www.apaxglobalalpha.com
BMO Private Equity Trust March 2019 Investment companies 11 www.bmoprivateequitytrust.com
PLC
(formerly F&C Private
Equity Trust PLC)
Harbourvest Global Private February Investment companies 114 www.hvpe.com
Equity Limited 2019
HgCapital Trust PLC March 2019 Investment companies 115 www.hgcapitaltrust.com
ICG Enterprise Trust March 2019 Investment companies 168 www.icg-enterprise.co.uk
PLC
Pantheon International March 2019 Investment companies 93 www.piplc.com
PLC
Princess Private Equity March 2019 Investment companies 150 www.princess-privateequity.net
Holding Limited
Standard Life Private February Investment companies 36 www.slpet.co.uk
Equity Trust PLC 2019
--------------------------- ------------ ---------------------- ---------- ------------------------------
Total private equity
investment trusts 820
----------------------------------------------------------------- ---------- ------------------------------
Total investments 3,927
----------------------------------------------------------------- ---------- ------------------------------
(1) Part of liquidity management strategy.
At the period end, the portfolio stood at 79 unlisted and quoted
investments, at a total cost of GBP36.87 million.
Realisations
During the period under review, two notable exits were
completed. Renewable energy services group GEV, which specialises
in wind turbine blade maintenance, had made encouraging progress
since investment in December 2014. GEV achieved significant growth
in its largest market, the US, including securing contracts with
MHI Vestas, Eon, Siemens and Invenergy, as well as projects in the
UK and Europe. Given the positive performance, the management team,
with the support of the Maven appointed board representative,
engaged with a corporate finance adviser and initiated a process to
market the business for sale. Following a competitive process, an
offer was accepted from Bridges Fund Management, a private equity
buyer, with the transaction completing in June 2019, which resulted
in a total return of 2.7 times cost being achieved over the holding
period.
In June 2019, your Company also realised its holding in Just
Trays, the UK's leading designer and manufacturer of shower trays
and related accessories. Since completion of the investment in
2014, Just Trays had continued to deliver growth in line with its
strategic objective. Following a formal sales process, led by a
specialist corporate finance adviser, an offer to buy the business
was accepted from Kartell UK Limited, a trade acquiror. The
realisation generated a total return of 2.0 times cost over the
holding period, including a deferred element.
The table below gives details of all realisations achieved
during the reporting period:
Cost of Value at Gain/(loss)
shares 31 over 31
Complete/ disposed December Sales Realised December
Year first partial of 2018 proceeds gain/(loss) 2018 value
Sales invested exit GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
--------------------------- ------------ ----------- --------- --------- ---------- ------------- -----------
Unlisted
GEV Holdings Limited(1) 2014 Complete 1,165 2,063 2,374 1,209 311
JT Holdings (UK)
Limited(1)
(trading as Just
Trays) 2014 Complete 977 1,481 1,192 215 (289)
Other unlisted investments 2 - 17 15 17
------------------------------------------------------ --------- --------- ---------- ------------- -----------
Total unlisted 2,144 3,544 3,583 1,439 39
------------------------------------------------------ --------- --------- ---------- ------------- -----------
Quoted
Diaceutics PLC 2019 Partial 10 10 13 3 3
--------------------------- ------------ ----------- --------- --------- ---------- ------------- -----------
Total quoted 10 10 13 3 3
------------------------------------------------------ --------- --------- ---------- ------------- -----------
Total disposals 2,154 3,554 3,596 1,442 42
------------------------------------------------------ --------- --------- ---------- ------------- -----------
(1) Proceeds exclude yield and redemption premiums received,
which are disclosed as revenue for financial reporting
purposes.
As at the date of this report, the Manager is in dialogue with
several investee companies and prospective acquirors at various
stages of an exit process. However, there can be no certainty that
these discussions will result in profitable realisations.
Material Developments Since the Period End
Since 30 June 2019, four new private company holdings have been
added to the portfolio.
-- Altra Consultants was established in 2017 and is building an
international multi-line insurance broking firm, which currently
has three specialist teams operating in trade credit, financial
& political risk and specie. The business was founded by two
experienced industry executives, who worked together in the past
and have an impressive track record, having previously grown a
successful insurance broking business from inception through to
profitable exit. The VCT funding will be used to support future
growth as the business expands into new market areas.
-- Delio has developed a highly configurable software solution
that helps global financial institutions enhance and improve their
client reporting systems. Delio works with banks, wealth managers,
family offices, angel networks and investment funds to deliver
customised technology platforms that optimise the distribution,
transacting and reporting of client investment opportunities. Since
launch in 2015, the business has developed a strong blue-chip
customer base that includes Barclays, Coutts and ING. The funding
will be used to support the growth of the business as it expands
into international markets.
-- Filtered Technologies has developed a market-leading learning
and development solution for corporate clients, driven by AI
software that uses an intelligent learning recommendation engine.
The core product magpie provides a range of tailored training
content suitable for both retail and corporate markets, and the
existing clients list includes Shell, Royal Mail, Procter &
Gamble, Siemens, Sainsbury's and the NHS. The investment will
support the further development of the technology and product, as
well as enhancing the sales and marketing function to help drive
future sales.
-- Relative Insight has developed a linguistic platform that
analyses the way in which a brand's target audience communicates,
primarily through social media and online platforms, and turns this
language into data that provides insight into how best to interact
and appeal to the target market. The platform has the capacity to
process large quantities of data to help clients create more
effective sales, marketing and influencing campaigns. The company
has a high-quality client base, which includes global brands such
as Disney, John Lewis and Unilever as well as creative and media
agencies such as Pearson, R/GA and Weber Shandwick. The funding
will be used to scale the business in the UK and to build a
presence in the US.
In addition, follow-on development capital funding was provided
to Mojo Mortgages.
Principal Risks and Uncertainties
The principal risks and uncertainties facing the Company were
set out in full in the Strategic Report contained within the 2018
Annual Report, and are the risks associated with investment in
small and medium sized unlisted and AIM/NEX quoted companies which,
by their nature, carry a higher level of risk and are subject to
lower liquidity than investments in larger quoted companies. The
valuation of investee companies may be affected by economic
conditions, the credit environment and other risks including
legislation, regulation, adherence to VCT qualifying rules and the
effectiveness of the internal controls operated by the Company and
the Manager. These risks and procedures are reviewed regularly by
the Audit and Risk Committees and reported to your Board. The Board
has confirmed that all tests, including the criteria for VCT
qualifying status, continue to be monitored and met.
At present, there are no specific issues to highlight with
respect to the ongoing uncertainty surrounding the UK's future
relationship with the EU. The Manager is working with management
teams across the portfolio on contingency planning for the
possibility of the UK leaving the EU without a formal agreement
having been reached.
Share Buy-backs
Shareholders have given the Board authority to buy back shares
for cancellation or to be held in treasury, subject always to such
transactions being in the best interests of Shareholders. It is
intended that, subject to market conditions, available liquidity
and the maintenance of the Company's VCT status, shares will
continue to be bought back at prices representing a discount of up
to 15% of the prevailing NAV per share. During the period under
review, 732,000 shares were bought back at a total cost of
GBP474,000.
Regulatory Update
Your Company is making good progress towards the requirement of
the Finance Act 2018 to hold 80% of its investments in qualifying
holdings, and it is anticipated that this will be achieved ahead of
your Company's mandatory compliance date of 31 December 2019, this
being the end of its current financial year.
In July 2018, the Financial Reporting Council published an
update of the UK Corporate Governance Code (the Code), which
focused on the application and reporting of the updated Principles.
The 2018 Code applies to all companies with a Premium Listing and
is applicable for all accounting periods beginning on or after 1
January 2019. In February 2019, the Association of Investment
Companies (AIC) issued a revised version of the AIC Corporate
Governance Code, which takes into consideration the Code and has
the same application date. The Board is considering the
implications of both the Code and the AIC Code and will consider
its future reporting obligations under the new Codes.
On 10 June 2019, the Shareholder Rights Directive II (SRD II)
was adopted as an update to the 2007 EU Directive, which aimed to
ensure better protection of the rights of shareholders in listed
companies. The amendments are focused on further strengthening the
position of shareholders to ensure that the decisions of directors
are made for the long-term stability of their company. SRD II aims
to increase transparency regarding the investment strategy,
directors' remuneration and the voting process in general meetings,
whilst also involving shareholders in corporate governance.
Offer for Subscription and Merger
On 23 August 2019, the Board, along with the directors of Maven
Income and Growth VCT 3 PLC, announced an intention to raise up to
GBP15 million, in aggregate, by way of joint Offers for
Subscription (Offers). Shares will be issued in the 2019/20 and
2020/21 tax years and it is intended that an applicant will be able
to invest in one or both of the Offers. The Board is confident
that, given the strength of the current pipeline of investment
opportunities, Maven will continue to be able identify and complete
VCT qualifying transactions in line with the Company's investment
strategy.
On 28 August 2019, the Board announced that it had entered into
discussions regarding a possible merger of the Company with Maven
Income and Growth VCT 6 PLC (Maven VCT 6). While there is no
guarantee that these discussions will lead to an agreement to merge
the companies, if the Merger is to proceed, the intention is that
it will be undertaken through a scheme of reconstruction under S110
of the Insolvency Act 1986 with Maven VCT 6, as the acquired
entity, being the subject of a solvent liquidation. A transaction
solely on this basis, which is the recognised method for mergers of
venture capital trusts, would not be governed by The City Code on
Takeovers and Mergers. For the Merger is to proceed, it will
require the formal approval of shareholders in both companies and,
if approved, it is expected to achieve costs savings through the
establishment of a larger combined entity.
The launch of the Offers, as described above, is not contingent
upon the successful completion of the Merger. Subject to the
respective boards reaching agreement, it is anticipated that the
relevant Prospectus and Circulars required for the Offers and the
Merger under the Listing Rules and companies' legislation will be
despatched to shareholders of all three companies in early November
2019, with general meetings taking place in early December 2019 and
completion of the Merger taking place in mid-December 2019.
Outlook
Your Company is continuing to make good progress in the
development of a large and diverse portfolio of high quality
private and AIM quoted growth companies. The Manager remains
focused on identifying and investing in some of the most attractive
younger growth companies across the UK. The pipeline of
opportunities currently in progress is very healthy indicating that
the rate of new investment in the second half of the year will be
strong. The Board considers that your Company remains well
positioned to achieve its strategic objective, notwithstanding the
current political and economic uncertainty associated with the UK's
withdrawal from the EU.
On behalf of the Board
Maven Capital Partners UK LLP
Secretary
20 September 2019
Summary of Investment Changes
For the Six Months Ended 30 June 2019
Valuation Net investment/ Appreciation/ Valuation
31 December 2018 (disinvestment)(1) (depreciation) 30 June 2019
GBP'000 % GBP'000 GBP'000 GBP'000 %
---------------------- ----------- ------- -------------------- ---------------- -------- -------
Unlisted investments
Equities 15,960 29.0 76 578 16,614 30.1
Loan stock 15,362 28.0 (980) (301) 14,081 25.5
---------------------- ----------- ------- -------------------- ---------------- -------- -------
31,322 57.0 (904) 277 30,695 55.6
AIM/NEX investments
Equities 1,240 2.3 415 324 1,979 3.6
Listed investments
Investment trusts 1,350 2.5 820 174 2,344 4.3
---------------------- ----------- ------- -------------------- ---------------- -------- -------
Total investments 33,912 61.8 331 775 35,018 63.5
Other net assets 21,042 38.2 (902) - 20,140 36.5
---------------------- ----------- ------- -------------------- ---------------- -------- -------
Net assets 54,954 100.0 (571) 775 55,158 100.0
---------------------- ----------- ------- -------------------- ---------------- -------- -------
(1) Includes assets transferred between AIM/NEX and unlisted
during the period.
Investment Portfolio Summary
As at 30 June 2019
% of equity
Valuation Cost % of total % of held by
Investment GBP'000 GBP'000 assets equity held other clients(1)
--------------------------------------- ------------ ---------- ------------- -------------- ------------------
Unlisted
Ensco 969 Limited (trading as
DPP) 1,862 1,720 3.4 7.0 27.5
Vodat Communications Group Limited 1,608 1,131 2.9 6.6 20.2
Rockar 2016 Limited (trading
as Rockar) 1,551 1,005 2.8 5.2 10.4
Glacier Energy Services Holdings
Limited 1,391 1,391 2.5 5.4 22.2
CatTech International Holdings
Limited 1,286 1,004 2.3 7.8 22.2
CB Technology Group Limited 1,256 1,013 2.3 18.5 60.5
Maven Co-invest Endeavour Limited
Partnership 1,174 814 2.1 11.4 88.6
(invested in Global Risk Partners)(2)
The GP Service (UK) Limited 1,168 1,142 2.1 15.5 34.1
HCS Control Systems Group Limited 1,141 1,141 2.1 10.2 26.3
ITS Technology Group Limited 1,083 1,083 2.0 8.2 28.3
Horizon Cremation Limited 1,063 1,063 1.9 5.8 16.4
Martel Instruments Holdings Limited 980 1,016 1.8 13.3 31.0
Flow UK Holdings Limited 972 972 1.8 11.8 23.2
QikServe Limited 904 904 1.6 4.9 11.7
RMEC Group Limited 886 711 1.6 4.5 45.6
R&M Engineering Group Limited 849 1,042 1.5 12.7 57.8
Whiterock Group Limited 804 604 1.5 9.3 20.7
Fathom Systems Group Limited 783 1,037 1.4 11.7 48.3
Contego Solutions Limited (trading
as NorthRow) 772 772 1.4 5.0 13.2
ebb3 Limited 739 464 1.3 11.0 44.6
TC Communications Holdings Limited 734 958 1.3 10.7 19.3
Maven Capital (Marlow) Limited 650 650 1.2 - 100.0
Lending Works Limited 560 560 1.0 4.7 14.9
Bright Network (UK) Limited 547 547 1.0 7.6 22.4
ADC Biotechnology Limited 530 727 1.0 6.0 14.7
Attraction World Holdings Limited 489 319 0.9 9.6 28.8
WaterBear Education Limited 489 489 0.9 11.3 32.3
Life's Great Group Limited (trading
as Mojo 470 470 0.9 7.3 18.5
Mortgages)
Growth Capital Ventures Limited 420 409 0.8 9.6 28.9
Curo Compensation Limited 408 397 0.7 4.4 14.6
Boiler Plan (UK) Limited 400 400 0.7 11.6 36.1
eSafe Global Systems Limited 373 373 0.7 7.1 24.9
Avid Technology Group Limited 350 350 0.6 5.6 16.3
Symphonic Software Limited 350 350 0.6 4.2 10.2
BioAscent Discovery Limited 348 348 0.6 8.7 31.3
ISN Solutions Group Limited 322 442 0.6 7.2 47.8
Lydia Limited (trading as Motokiki) 300 300 0.5 10.7 35.7
Shortbite Limited (trading as
DigitalBridge) 225 225 0.4 15.0 85.0
Cognitive Geology Limited 169 361 0.3 5.8 14.1
Optoscribe Limited 100 100 0.2 1.0 9.0
Space Student Living Limited 78 44 0.2 17.7 62.4
Honcho Markets Limited 65 64 0.1 1.5 23.0
FLXG Scotland Limited (formerly
Flexlife Group 44 332 0.1 2.9 11.4
Limited)
Other unlisted investments 2 3,768
--------------------------------------- ------------ ---------- ------------- -------------- ------------------
Total unlisted 30,695 33,012 55.6
--------------------------------------- ------------ ---------- ------------- -------------- ------------------
Investment Portfolio Summary (Continued)
As at 30 June 2019
% of equity
Valuation Cost % of total % of equity held by
Investment GBP'000 GBP'000 assets held other clients(1)
---------------------------------- ------------ ---------- ------------- --------------------- ------------------
Quoted
Ideagen PLC (formerly Datum
PLC) 838 184 1.4 0.3 1.2
Diaceutics PLC 269 241 0.5 0.5 0.5
Oxford Metrics PLC (formerly
OMG PLC) 219 80 0.4 0.2 -
MaxCyte Inc 213 250 0.4 0.3 0.3
Byotrol PLC 98 197 0.2 1.2 2.3
Synnovia PLC (formerly Plastics
Capital PLC) 97 112 0.2 0.3 1.1
Ventura Group PLC 96 100 0.2 - -
Cello Health PLC 59 55 0.1 0.1 0.4
Vianet Group PLC (formerly
Brulines
Group PLC) 33 28 0.1 0.1 1.4
Angle PLC 29 27 0.1 - 0.2
Gordon Dadds Group PLC (formerly
Work Group PLC) 23 168 - 0.1 -
Other quoted investments 5 182 -
---------------------------------- ------------ ---------- ------------- --------------------- ------------------
Total quoted 1,979 1,624 3.6
---------------------------------- ------------ ---------- ------------- --------------------- ------------------
Private equity investment trusts
Harbourvest Global Private Equity
Limited 285 250 0.5 - 0.1
HgCapital Trust PLC 276 249 0.5 - 0.1
Princess Private Equity Holding
Limited 264 270 0.5 0.1 0.1
Apax Global Alpha Limited 264 250 0.5 - 0.1
ICG Enterprise Trust PLC 257 250 0.5 - 0.1
BMO Private Equity Trust PLC
(formerly F&C Private Equity
Trust PLC) 222 215 0.4 0.3 0.1
Pantheon International PLC 184 180 0.3 - 0.1
Standard Life Private Equity
Trust PLC 147 135 0.3 - 0.1
---------------------------------- ------------ ---------- ------------- --------------------- ------------------
Total private equity investment
trusts 1,899 1,799 3.5
---------------------------------- ------------ ---------- ------------- --------------------- ------------------
Real estate investment trusts
---------------------------------- ------------ ---------- ------------- --------------------- ------------------
Regional REIT Limited 178 162 0.3 - 0.1
Target Healthcare REIT Limited 101 96 0.2 - 0.1
Schroder REIT Limited 95 107 0.2 - 0.1
Custodian REIT PLC 71 71 0.1 - -
---------------------------------- ------------ ---------- ------------- --------------------- ------------------
Total real estate investment
trusts 445 436 0.8
---------------------------------- ------------ ---------- ------------- --------------------- ------------------
Total investments 35,018 36,871 63.5
---------------------------------- ------------ ---------- ------------- --------------------- ------------------
(1) Other clients of Maven Capital Partners UK LLP.
(2) Managed by Penta Capital LLP of which Steven Scott, a
Director of the Company, is a partner.
Income Statement
For the Six Months Ended 30 June 2019
Six months ended Six months ended Year ended
30 June 2019 30 June 2018 31 December 2018
(unaudited) (unaudited) (audited)
Revenue Capital Total Revenue Capital Total Revenue Capital Total
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
------------------------ -------- -------- -------- -------- -------- -------- -------- -------- --------
Gains on investments - 775 775 - 390 390 - 1,082 1,082
Income from investments 818 - 818 325 - 325 697 - 697
Other income 48 - 48 9 - 9 29 - 29
Investment management
fees (164) (657) (821) (92) (367) (459) (205) (819) (1,024)
Other expenses (142) - (142) (124) - (124) (423) - (423)
======================== ======== ======== ======== ======== ======== ======== ======== ======== ========
Net return on ordinary
activities before
taxation 560 118 678 118 23 141 98 263 361
------------------------ -------- -------- -------- -------- -------- -------- -------- -------- --------
Tax on ordinary
activities (50) 50 - (9) 9 - (12) 12 -
======================== ======== ======== ======== ======== ======== ======== ======== ======== ========
Return attributable
to Equity Shareholders 510 168 678 109 32 141 86 275 361
------------------------ -------- -------- -------- -------- -------- -------- -------- -------- --------
Earnings per share
(pence) 0.67 0.22 0.89 0.23 0.07 0.30 0.16 0.50 0.66
------------------------ -------- -------- -------- -------- -------- -------- -------- -------- --------
All gains and losses are recognised in the Income Statement.
All items in the above statement are derived from continuing
operations. The Company has only one class of business and one
reportable segment, the results of which are set out in the Income
Statement and Balance Sheet. The Company derives its income from
investments made in shares, securities and bank deposits.
There are no potentially dilutive capital instruments in issue
and, therefore, no diluted earnings per share figures are relevant.
The basic and diluted earnings per share are, therefore,
identical.
The accompanying Notes are an integral part of the Financial
Statements.
Statement of Changes in Equity
For the Six Months Ended 30 June 2019
Six months ended 30 Share Share Capital Capital Special Capital Revenue Total
June 2019 (unaudited) capital premium reserve reserve distributable redemption reserve GBP'000
GBP'000 account realised unrealised reserve reserve GBP'000
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
---------------------- --------- -------- --------- ----------- -------------- ----------- --------- ---------
At 31 December 2018 7,657 48,568 (9,020) (1,186) 7,675 472 788 54,954
Net return - - 835 (667) - - 510 678
Dividends paid - - - - - - - -
Repurchase and
cancellation
of shares (73) - - - (474) 73 - (474)
---------------------- --------- -------- --------- ----------- -------------- ----------- --------- ---------
At 30 June 2019 7,584 48,568 (8,185) (1,853) 7,201 545 1,298 55,158
---------------------- --------- -------- --------- ----------- -------------- ----------- --------- ---------
Six months ended 30 Share Share Capital Capital Special Capital Revenue Total
June 2018 (unaudited) capital premium reserve reserve distributable redemption reserve GBP'000
GBP'000 account realised unrealised reserve reserve GBP'000
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
---------------------- --------- -------- --------- ----------- -------------- ----------- --------- ---------
At 31 December 2017 3,708 22,745 (2,111) (1,825) 8,271 384 702 31,874
Net return - - (166) 198 - - 109 141
Dividends paid - - (6,545) - - - - (6,545)
Repurchase and
cancellation
of shares (25) - - - (189) 25 - (189)
Net proceeds of share
issue 2,023 13,947 - - - - - 15,970
Net proceeds of DIS
issue 67 424 - - - - - 491
---------------------- --------- -------- --------- ----------- -------------- ----------- --------- ---------
At 30 June 2018 5,773 37,116 (8,822) (1,627) 8,082 409 811 41,742
---------------------- --------- -------- --------- ----------- -------------- ----------- --------- ---------
Year ended 31 Share Share Capital Capital Special Capital Revenue Total
December capital premium reserve reserve distributable redemption reserve GBP'000
2018 (audited) GBP'000 account realised unrealised reserve reserve GBP'000
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
---------------------- --------- -------- --------- ----------- -------------- ----------- --------- ---------
At 31 December 2017 3,708 22,745 (2,111) (1,825) 8,271 384 702 31,874
Net return - - (364) 639 - - 86 361
Dividends paid - - (6,545) - - - - (6,545)
Repurchase and
cancellation
of shares (88) - - - (596) 88 - (596)
Issue of shares on
merger 1,947 11,483 - - - - - 13,430
Net proceeds of share
issue 2,023 13,947 - - - - - 15,970
Net proceeds of DIS
issue 67 393 - - - - - 460
---------------------- --------- -------- --------- ----------- -------------- ----------- --------- ---------
At 31 December 2018 7,657 48,568 (9,020) (1,186) 7,675 472 788 54,954
---------------------- --------- -------- --------- ----------- -------------- ----------- --------- ---------
The accompanying Notes are an integral part of the Financial
Statements.
Balance Sheet
As at 30 June 2019
30 June 2019 30 June 2018 31 December
(unaudited) (unaudited) 2018
GBP'000 GBP'000 (audited)
GBP'000
----------------------------------- ------------ ------------ -----------
Fixed assets
Investments at fair value through
profit or loss 35,018 20,723 33,912
Current assets
Debtors 529 939 537
Cash 19,797 20,385 20,553
=================================== ============ ============ ===========
20,326 21,324 21,090
Creditors
Amounts falling due within
one year (186) (305) (48)
=================================== ============ ============ ===========
Net current assets 20,140 21,019 21,042
=================================== ============ ============ ===========
Net assets 55,158 41,742 54,954
=================================== ============ ============ ===========
Capital and reserves
Called up share capital 7,584 5,773 7,657
Share premium account 48,568 37,116 48,568
Capital reserve - realised (8,185) (8,822) (9,020)
Capital reserve - unrealised (1,853) (1,627) (1,186)
Special distributable reserve 7,201 8,082 7,675
Capital redemption reserve 545 409 472
Revenue reserve 1,298 811 788
=================================== ============ ============ ===========
Net assets attributable to
Ordinary Shareholders 55,158 41,742 54,954
=================================== ============ ============ ===========
Net asset value per Ordinary
Share (pence) 72.73 72.31 71.77
=================================== ============ ============ ===========
The Financial Statements were approved by the Board of Directors
on 20 September 2019 and were signed on its behalf by:
Peter Linthwaite
Director
The accompanying Notes are an integral part of the Financial
Statements.
Cash Flow Statement
For the Six Months Ended 30 June 2019
Six months ended Six months ended Year ended
30 June 2019 (unaudited) 30 June 2018 (unaudited) 31 December 2018
GBP'000 GBP'000 (audited)
GBP'000
------------------------------ ------------------------- ------------------------- -----------------
Net cash flows from operating
activities 173 (491) (1,004)
Cash flows from investing
activities (3,927) (1,766) (15,547)
Purchase of investments 3,472 1,413 2,798
Sale of investments
------------------------------ ------------------------- ------------------------- -----------------
Net cash flows from investing
activities (455) (353) (12,749)
------------------------------ ------------------------- ------------------------- -----------------
Cash flows from financing
activities
Equity dividends paid - (6,545) (6,545)
Issue of Ordinary Shares - 16,376 16,430
Issue of Ordinary Shares -
merger - - 13,430
Repurchase of Ordinary Shares (474) (189) (596)
------------------------------ ------------------------- ------------------------- -----------------
Net cash flows from financing
activities (474) 9,642 22,719
------------------------------ ------------------------- ------------------------- -----------------
Net (decrease)/increase in
cash (756) 8,798 8,966
------------------------------ ------------------------- ------------------------- -----------------
Cash at beginning of period 20,553 11,587 11,587
Cash at end of period 19,797 20,385 20,553
The accompanying Notes are an integral part of the Financial
Statements.
Notes to the Financial Statements
1. Accounting policies
The financial information for the six months ended 30 June 2019
and the six months ended 30 June 2018 comprises non-statutory
accounts within the meaning of S435 of the Companies Act 2006. The
financial information contained in this report has been prepared on
the basis of the accounting policies set out in the Annual Report
and Financial Statements for the year ended 31 December 2018, which
have been filed at Companies House and contained an Auditor's
Report that was not qualified and did not contain a statement under
S498(2) or S498(3) of the Companies Act 2006.
2. Reserves
Share premium account
The share premium account represents the premium above nominal
value received by the Company on issuing shares, net of issue
costs.
Capital reserves
Gains or losses on investments realised in the year that have
been recognised in the Income Statement are transferred to the
capital reserve realised account on disposal. Furthermore, any
prior unrealised gains or losses on such investments are
transferred from the capital reserve unrealised account to the
capital reserve realised account on disposal.
Increases and decreases in the fair value of investments are
recognised in the Income Statement and are then transferred to the
capital reserve unrealised account. The capital reserve realised
account also represents capital dividends, capital investment
management fees and the tax effect of capital items.
Special distributable reserve
The total cost to the Company of the repurchase and cancellation
of shares is represented in the special distributable reserve.
Capital redemption reserve
The nominal value of shares repurchased and cancelled is
represented in the capital redemption reserve.
Revenue reserve
The revenue reserve represents accumulated profits retained by
the Company that have not been distributed to Shareholders as a
dividend.
3. Return per Ordinary Share
Six months ended
30 June 2019
-------------------------------------------- ----------------
The returns per share have been based on the 76,312,142
following figures: GBP510,000
Weighted average number of Ordinary Shares GBP168,000
Revenue return
Capital return
-------------------------------------------- ----------------
Total return GBP678,000
-------------------------------------------- ----------------
Directors' Responsibility Statement
The Directors confirm that, to the best of their knowledge:
-- the Financial Statements for the six months ended 30 June
2019 have been prepared in accordance with FRS 102, the Financial
Reporting Standard applicable in the UK and Republic of
Ireland;
-- the Interim Management Report includes a fair review of the
information required by DTR 4.2.7R in relation to the indication of
important events during the first six months, and of the principal
risks and uncertainties facing the Company during the second six
months, of the year ending 31 December 2019; and
-- the Interim Management Report includes adequate disclosure of
the information required by DTR 4.2.8R in relation to related party
transactions and any changes therein.
Other information
A full copy of the Interim Report and Financial Statements will
be printed and issued to Shareholders. Copies of this announcement
will be available to the public at the registered office of the
Company at Kintyre House, 205 West George Street, Glasgow G2 2LW;
at the office of the Manager, Maven Capital Partners UK LLP, 5th
Floor, 1-2 Royal Exchange Buildings, London EC3V 3LF; and, in due
course, on the Company's website at www.mavencp.com/migvct4.
Neither the content of the Company's website nor the contents of
any website accessible from hyperlinks on the Company's website (or
any other website) is incorporated into, or forms part of, this
announcement.
By order of the Board
Maven Capital Partners UK LLP
Secretary
20 September 2019
This information is provided by RNS, the news service of the
London Stock Exchange. RNS is approved by the Financial Conduct
Authority to act as a Primary Information Provider in the United
Kingdom. Terms and conditions relating to the use and distribution
of this information may apply. For further information, please
contact rns@lseg.com or visit www.rns.com.
END
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