TIDMHYG
For immediate release 10 July 2019
Seneca Growth Capital VCT Plc
Unaudited Half-Yearly Report
For the Six Months Ended 30 June 2019
Financial Headlines
Ordinary Shares
33.6p Net Asset Value per share at 30 June 2019
52.25p Cumulative dividends paid to date
85.85p Total return per share since launch
B Shares
99.5p Net Asset Value per share at 30 June 2019
1.5p Cumulative dividends paid to date
101p Total return per share since launch
Financial Summary
Six months to Six months to Year to Year to
30 June 2019 30 June 2019 Six months to 31 December 2018 31 December 2018
Ordinary Share Pool B Share Pool 30 June 2018 (Ordinary Share Pool only) (Ordinary Share Pool) (B Share Pool)
Net assets
(GBP'000s) 2,728 5,359 5,053 5,282 3,999
Return on
ordinary
activities
after tax
(GBP'000s) (281) 102 (127) 102 (36)
Earnings
per share (3.5p) 2.1p (1.5p) 1.3p (0.9p)
Net asset 33.6p 99.5p 62.3p 65.1p 99.1p
value per
share
Dividends 52.25p 1.5p 24.25p 24.25p -
paid to
date
Total 85.85p 101.0p 86.55p 89.35p 99.1p
return per
share
Dividends 18.0p 1.5p - 10.0p -
declared
for the
period
For further information, please contact:
John Hustler, Seneca Growth Capital VCT Plc at
john.hustler@btconnect.com
https://www.globenewswire.com/Tracker?data=mFLRIPGXYpC5PVnWft47g7VnaK3lVVRJOFao-Mz3OGF3OsJxVj3CkFCApCi19J07mrMeB4xLSWTWSyfcGdtecgBn7H5pQsjQcE1qR1l8yeFkySfEfascg6cXhr52hdPN
Richard Manley, Seneca Growth Capital VCT Plc at
Richard.Manley@senecapartners.co.uk
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Chairman's Statement
I present the unaudited results for the six months ended 30 June 2019.
The Company's net asset values ('NAV') per Ordinary Share and per B
Share at 30 June 2019 were:
-- Per Ordinary Share -- 33.6p compared to 65.1p at 31 December 2018 and
62.3p at 30 June 2018; and
-- Per B Share -- 99.5p compared to 99.1p at 31 December 2018 (No B Shares
were in issue as at 30 June 2018).
Dividends paid during the period were as follows:
-- 2 dividends totalling 28p per Ordinary Share; and
-- 1 dividend of 1.5p per B Share.
The Company's maiden B share offer closed in the period and it was very
pleasing to see that a total of GBP5.5m was raised. It was also
positive to see that the Company's Investment Manager, Seneca Partners
Limited ("Seneca"), added a further 4 new investments to the B Share
pool during the period as noted below:
Company Name Date of Investment Amount Invested
------------------------ ------------------ ---------------
Fabacus Holdings Limited 15 February 2019 GBP500,000
------------------------ ------------------ ---------------
SkinBioTherapeutics Plc 21 February 2019 GBP750,000
------------------------ ------------------ ---------------
Old St Labs Limited 28 March 2019 GBP500,000
------------------------ ------------------ ---------------
Qudini Limited 4 April 2019 GBP500,000
------------------------ ------------------ ---------------
The above investments take the total number of investments in the B
Share portfolio to 5 and further information in relation to each
investee company was included in the 2018 Annual Report and can also be
found on the Company's website
https://www.globenewswire.com/Tracker?data=82KJD4VeS-FmkViGAZpq9zw61a8mWH4QnXPtweQ0jbDScwvzrxYolVJNfE5p_IoUhBXv-IU2rlGPm7WE8ITxbq6h4bRciTExdPt3LZZ7IeE=
www.senecavct.co.uk
Results - Ordinary Shares
The total reduction in NAV per Ordinary Share for the six month period
to 30 June 2019 amounted to 31.5p (June 2018: reduction 1.5p). This
reduction is the result of the combination of dividend payments made in
the period totalling 28p per Ordinary Share and a negative capital
return of 3.5p per Ordinary Share (30 June 2018: negative 0.8p), net of
the corresponding reduction in the accrued performance fee relating to
the Ordinary Share pool: the amount of the performance fee accrued at 30
June 2019 is GBP118,996.
The negative capital return of 3.5p per Ordinary Share noted above is
principally a result of the reduction in the value of the Ordinary Share
pool's AIM portfolio which has seen reductions in the bid prices of the
shares of Omega Diagnostics Group PLC ('Omega') and Scancell Holdings
Plc ('Scancell'), with bid prices of 9.7p and 6.5p respectively. The
value of the Ordinary Share pool's unquoted portfolio remains in line
with the valuations as at 31 December 2018.
Portfolio review -- Ordinary Shares
Following the sale of the Ordinary Share pool's investment in Hallmarq
Veterinary Imaging Limited in December 2018, realising GBP2.9m, we were
very happy to be able to pay dividends totalling 28p per Ordinary Share
during the 6 month period to 30 June 2019. The Total Return in relation
to the Ordinary Shares is now 85.85p comprising cumulative distributions
of 52.25p per Ordinary Share and a residual NAV per Ordinary Share of
33.6p as at 30 June 2019.
The Company's holding in Scancell (13,049,730 shares) continues to
represent approximately one third of the Ordinary Share pool portfolio
value at 30 June 2019 and the shares have been valued at their bid price
of 6.5p as at 30 June 2019 (12.5p per share as at 30 June 2018, and 9.0p
as at 31 December 2018). Whilst this represents a reduction of 27.8%
compared to the bid price as at 31 December 2018 (2018 nil movement), we
are encouraged by the company's progress during the six month period to
30 June 2019 noting in particular:
-- The strengthening of the company's senior team in January 2019 by
appointing Dr Samantha Paston as Head of Research and Dr Adrian Parry as
Head of Manufacturing;
-- The company receiving the necessary regulatory and ethical approvals in
April 2019 to initiate the UK arm of the SCIB1 clinical trial; and
-- Raising gross proceeds of GBP3.9m by the issue of 77.6 million new
ordinary shares to Vulpes Life Sciences Fund in June 2019, following
which, Martin Diggle, Co-Founder and Portfolio Manager of Vulpes
Investment Management, was appointed to the Scancell's Board of Directors
as a Non-Executive Director.
We have reviewed the valuation of the Ordinary Share pool's unquoted
portfolio and do not believe that any revaluations are necessary as at
30 June 2019, and we continue to monitor the portfolio for opportunities
to realise the Ordinary Share pool's investments at appropriate values.
Results -- B Shares
The increase in NAV for the six month period to 30 June 2019 amounted to
0.4p per B Share (June 2018 -- N/A as the first B shares were not issued
until 23 August 2018). This increase is the result of the combination
of the dividend payment of 1.5p per B Share made in the period, a
negative revenue return of 0.7p per B Share (June 2018 -- N/A) and a
positive capital return per B Share of 2.8p (June 2018 -- N/A). The
remaining movement is a function of the increasing number of B Shares in
issue throughout the period, with the return per share being calculated
using a weighted average number of shares.
The positive capital return of 2.8p per B Share noted above is a result
of the increase in the bid price of the B Share pool's AIM quoted
investment in SkinBioTherapeutics Plc, which increased to 19.5p as at 30
June 2019 compared to a cost price of 16p per share. As a result of this
increase in value, the Investment Manager took the opportunity to
realise a small proportion (3.7%) of the B Share pool holding, selling
175,000 shares and realising a gain of GBP14,289 on the disposal. The
value of the B Share pool's unquoted portfolio remains in line with the
values as at 31 December 2018.
Portfolio review -- B Shares
We are pleased with the development of the B Share portfolio and in
particular that the Investment Manager has already made 5 investments,
including one AIM quoted investment. The Investment Manager is currently
exploring a number of further potential investment opportunities for the
B Share pool and we therefore look forward to the continued development
of the B Share portfolio.
Whilst the five investments made by the B Share pool were all made
relatively recently, we were also pleased to note the increase in the
share price of AIM quoted SkinBioTherapeutics Plc during the period.
We have also reviewed the valuation of the B Share pool's unquoted
portfolio comprising four companies as at 30 June 2019 and do not
believe that any revaluations are necessary as at that date.
Fundraising
Having launched the Company's B Share class in 2018 the Board were very
pleased with the GBP5.5m raised under that maiden B Share offer. We
will shortly launch our next offer for B shares to raise a further GBP10
million (with an overallotment facility of an additional GBP10 million)
to enable Seneca to continue to increase the number and diversity of
investments in the B Share pool.
Presentation of half-year report
As previously noted, in order to simplify this report and to reduce
costs, we have omitted details of the Company's objectives and
investment strategy, its Advisers and Registrars and how to buy and sell
shares in the Company. These details are all included in the latest
Annual Report and can be accessed on the Company's website at
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www.senecavct.co.uk
Outlook
After a year of significant developments and change in the Ordinary
Share portfolio, including the successful exit of the Company's largest
investment in December 2018, 2019 is expected to represent a period of
consolidation for the Ordinary Share Pool. We note that 2018/19 was
again a very strong year for VCT fundraising in the UK with more than
GBP700m flowing into VCTs in the period. Against this backdrop, the
Board remain optimistic about the success of the imminent B Share offer
and the continued development of the B Share portfolio.
John Hustler
Chairman
10 July 2019
Investment Portfolio -- Ordinary Shares
Investment Unrealised Carrying value at Movement in the six months to
Unquoted Equity Held at cost profit/(loss) 30 June 2019 30 June 2019
Investments (%) (GBP'000) (GBP'000) (GBP'000) (GBP'000)
-------------- ----------- ---------- ------------- ----------------------- -----------------------------
OR
Productivity
Limited 10.3 765 (101) 664 -
Fuel 3D
Technologies
Limited <1.0 299 (23) 276 -
Arecor Limited 1.3 141 63 205 -
Insense
Limited 4.6 509 (389) 120 -
Microarray
Limited 1.8 132 (65) 67 -
ImmunoBiology
Limited 2.0 868 (868) - -
Exosect
Limited 1.4 270 (270) - -
Total Unquoted
Investments 2,985 (1,653) 1,332 -
Investment Unrealised Movement in the six months to
Quoted at cost profit/(loss) Carrying value at 30 June 2019
Investments Shares Held (GBP'000) (GBP'000) 30 June 2019 (GBP'000) (GBP'000)
-------------- ----------- ---------- ------------- ----------------------- -----------------------------
Scancell plc 13,049,730 789 59 848 (326)
Omega
Diagnostics
plc 2,293,868 328 (105) 223 (64)
Total Quoted
Investments 1,117 (46) 1,071 (390)
-------------- ----------- ---------- ------------- ----------------------- -----------------------------
Total
Investments 4,102 (1,699) 2,403 (390)
-------------- ----------- ---------- ------------- ----------------------- -----------------------------
Investment Portfolio -- B Shares
Investment Unrealised Carrying value at Movement in the six months to
Equity Held at cost profit/(loss) 30 June 2019 30 June 2019
Unquoted Investments (%) (GBP'000) (GBP'000) (GBP'000) (GBP'000)
-------------------- ----------- ---------- ------------- ----------------------- -----------------------------
Silkfred Limited <1.0 500 - 500 -
Fabacus Limited 2.2 500 - 500 -
Old St Labs Limited 3.4 500 - 500 -
Qudini Limited 2.2 500 - 500 -
Total Unquoted
Investments 2,000 - 2,000 -
Investment Unrealised Movement in the six months to
at cost profit/(loss) Carrying value at 30 June 2019
Quoted Investments Shares Held (GBP'000) (GBP'000) 30 June 2019 (GBP'000) (GBP'000)
-------------------- ----------- ---------- ------------- ----------------------- -----------------------------
SkinBioTherapeutics
plc 4,502,107 720 158 878 158
Total Quoted
Investments 720 158 878 158
-------------------- ----------- ---------- ------------- ----------------------- -----------------------------
Total Investments 2,720 158 2,878 158
-------------------- ----------- ---------- ------------- ----------------------- -----------------------------
Responsibility Statement of the Directors in respect of the half-yearly
report
We confirm that to the best of our knowledge:
-- the half-yearly financial statements have been prepared in accordance
with the statement "Interim Financial Reporting" issued by the Financial
Reporting Council;
-- the half-yearly report includes a fair review of the information required
by the Financial Services Authority Disclosure and Transparency Rules,
being:
-- an indication of the important events that have occurred during the first
six months of the financial year and their impact on the condensed set of
financial statements.
-- a description of the principal risks and uncertainties for the remaining
six months of the year.
-- a description of related party transactions that have taken place in the
first six months of the current financial year that may have materially
affected the financial position or performance of the Company during that
period and any changes in the related party transactions described in the
last annual report that could do so.
On behalf of the Board:
John Hustler
Chairman
10 July 2019
Income Statement - Combined
Combined Combined Combined
Six months to 30 June 2019 Six months to 30 June 2018 Year to 31 December 2018
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
------------ ------------- ------------- ------------- ------------- ------------- ------------- ------------- ------------- -------------
Gain on
disposal of
fixed asset
investments - 52 52 - 6 6 - 903 903
Loss on
valuation
of fixed
asset
investments - (232) (232) - (108) (108) - (716) (716)
Performance
fee - 71 71 - 32 32 - (26) (26)
Investment
management
fee net of
cost cap 20 (35) (15) - - - 36 (18) 18
Other
expenses (55) - (55) (57) - (57) (113) - (113)
Return on
ordinary
activities
before tax (35) (144) (179) (57) (70) (127) (77) 143 66
Taxation on
return on
ordinary
activities - - - - - - - - -
Return on
ordinary
activities
after tax (35) (109) (179) (57) (70) (127) (77) 143 66
------------ ------------- ------------- ------------- ------------- ------------- ------------- ------------- ------------- -------------
-- The 'Total' column of this statement is the profit and loss account of
the Company; the supplementary Revenue return and Capital return columns
have been prepared under guidance published by the Association of
Investment Companies.
-- All revenue and capital items in the above statement derive from
continuing operations.
-- The accompanying notes are an integral part of the half-yearly report.
-- The Company has only one class of business and derives its income from
investments made in shares and securities and from bank and money market
funds.
-- The Company has no recognised gains or losses other than the results for
the period as set out above. Accordingly a Statement of Comprehensive
Income is not required.
Income Statement -- Ordinary Shares
Ordinary Shares Ordinary Shares Ordinary Shares
Six months to 30 June 2019 Six months to 30 June 2018 Year to 31 December 2018
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
------------ ------------- ------------- ------------- ------------- ------------- ------------- ------------- ------------- -------------
Gain on
disposal of
fixed asset
investments - 38 38 - 6 6 - 903 903
Loss on
valuation
of fixed
asset
investments - (390) (390) - (108) (108) - (716) (716)
Performance
fee - 71 71 - 32 32 - (26) (26)
Investment
management
fee net of
cost cap - - - - - - - - -
Other
expenses - - - (57) - (57) (59) - (59)
Return on
ordinary
activities
before tax - (281) (281) (57) (70) (127) (59) 161 102
Taxation on
return on
ordinary
activities - - - - - - - - -
Return on
ordinary
activities
after tax - (281) (281) (57) (70) (127) (59) 161 102
------------ ------------- ------------- ------------- ------------- ------------- ------------- ------------- ------------- -------------
Earnings per
share --
basic and
diluted - (3.5p) (3.5p) (0.7p) (0.8p) (1.5p) (0.7p) 2.0p 1.3p
------------ ------------- ------------- ------------- ------------- ------------- ------------- ------------- ------------- -------------
Income Statement -- B Shares
B Shares B Shares B Shares
Six months to 30 June 2019 Six months to 30 June 2018 Year to 31 December 2018
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
------------ ------------- ------------- ------------- ------------- ------------- ------------- ------------- ------------- -------------
Gain on
disposal of
fixed asset
investments - 14 14 - - - - - -
Gain on
valuation
of fixed
asset
investments - 158 158 - - - - - -
Performance
fee - - - - - - - - -
Investment
management
fee net of
cost cap 20 (35) (15) - - - 36 (18) 18
Other
expenses (55) - (55) - - - (54) - (54)
Return on
ordinary
activities
before tax (35) `137 102 (18) (18) (36)
Taxation on
return on
ordinary
activities - - - - - - - - -
Return on
ordinary
activities
after tax (35) 137 102 - - - (18) (18) (36)
------------ ------------- ------------- ------------- ------------- ------------- ------------- ------------- ------------- -------------
Earnings per
share --
basic and
diluted (0.7p) 2.8p 2.1p - - - (0.45p) (0.45p) (0.9p)
------------ ------------- ------------- ------------- ------------- ------------- ------------- ------------- ------------- -------------
Balance Sheet - Combined
Combined Combined Combined
As at 30 June 2019 As at 30 June 2018 As at 31 December 2018
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
---------------- -------- ----------- -------- ----------- ---------- -----------------
Fixed asset
investments* 5,281 5,431 3,293
Current assets:
Cash received
for B shares
not yet
allotted - 1,648 219
Cash at Bank 2,934 7 6,227
Debtors 119 10 23
---------------- -------- ----------- -------- ----------- ---------- -----------------
3,053 1,665 6,469
Creditors:
Amounts falling
due within one
year (128) (63) (72)
Cash received
for B shares
not yet
allotted - (1,648) (219)
Bank Loan - (200) -
---------------- -------- ----------- -------- ----------- ---------- -----------------
(128) (1,911) (291)
Net current
assets 2,925 (246) 6,178
Performance fee
payable (119) (132) (190)
Net assets 8,087 5,053 9,281
---------------- -------- ----------- -------- ----------- ---------- -----------------
Called up equity
share capital 135 4,058 121
Share premium 1,889 - 568
Special
distributable
reserve 8,489 3,397 10,839
Capital
redemption
reserve - 38 -
Capital reserve
--
gains/(losses)
on disposal 1,117 (381) 1,029
-- holding
gains/(losses) (1,541) (113) (1,309)
Revenue reserve (2,002) (1,946) (1,967)
---------------- -------- ----------- -------- ----------- ---------- -----------------
Total equity
shareholders'
funds 8,087 5,053 9,281
---------------- -------- ----------- -------- ----------- ---------- -----------------
*At fair value
through profit
and loss
Balance Sheet -- Ordinary Shares
Ordinary Shares
Ordinary Shares Ordinary Shares As at 31 December
As at 30 June 2019 As at 30 June 2018 2018
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
---------------- -------- ----------- -------- ----------- ------- ------------
Fixed asset
investments* 2,403 5,431 2,793
Current assets:
Cash received
for B Shares
not yet
allotted - 1,648 -
Cash at Bank 476 7 2,738
Debtors - 10 -
---------------- -------- ----------- -------- ----------- ------- ------------
476 1,665 2,738
Creditors:
Amounts falling
due within one
year (32) (63) (59)
Cash received
for B shares
not yet
allotted - (1,648) -
Bank Loan - (200) -
---------------- -------- ----------- -------- ----------- ------- ------------
(32) (1,911) (59)
Net current
assets 444 (246) 2,679
Performance fee
payable (119) (132) (190)
Net assets 2,728 5,053 5,282
---------------- -------- ----------- -------- ----------- ------- ------------
Called up equity
share capital 81 4,058 81
Share premium - - -
Special
distributable
reserve 5,139 3,397 7,412
Capital
redemption
reserve - 38 -
Capital reserve
--
gains/(losses)
on disposal 1,156 (381) 1,047
-- holding
gains/(losses) (1,699) (113) (1,309)
Revenue reserve (1,949) (1,946) (1,949)
---------------- -------- ----------- -------- ----------- ------- ------------
Total equity
shareholders'
funds 2,728 5,053 5,282
---------------- -------- ----------- -------- ----------- ------- ------------
Net asset value 33.6p 62.3p 65.1p
per share
---------------- -------- ----------- -------- ----------- ------- ------------
*At fair value
through profit
and loss
Balance Sheet -- B Shares
B Shares B Shares B Shares
As at 30 June 2019 As at 30 June 2018 As at 31 December 2018
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
---------------- -------- ----------- -------- ----------- ---------- -----------------
Fixed asset
investments* 2,878 - 500
Current assets:
Cash received
for B Shares
not yet
allotted - - 219
Cash at Bank 2,458 - 3,489
Debtors 119 - 23
---------------- -------- ----------- -------- ----------- ---------- -----------------
2,577 - 3,731
Creditors:
Amounts falling
due within one
year (96) - (13)
Cash received
for B Shares
not yet
allotted - - (219)
---------------- -------- ----------- -------- ----------- ---------- -----------------
(96) - (232)
Net current
assets 2,481 - 3,499
Performance fee
payable - - -
Net assets 5,359 - 3,999
---------------- -------- ----------- -------- ----------- ---------- -----------------
Called up equity
share capital 54 - 40
Share premium 1,889 - 568
Special
distributable
reserve 3,350 - 3,427
Capital
redemption
reserve - - -
Capital reserve
--
gains/(losses)
on disposal (39) - (18)
-- holding
gains/(losses) 158 - -
Revenue reserve (53) - (18)
---------------- -------- ----------- -------- ----------- ---------- -----------------
Total equity
shareholders'
funds 5,359 - 3,999
---------------- -------- ----------- -------- ----------- ---------- -----------------
Net asset value 99.5p - 99.1p
per share
---------------- -------- ----------- -------- ----------- ---------- -----------------
*At fair value
through profit
and loss
Statement of Changes in Equity - Combined
Special Capital
Share distributable redemption Capital reserve gains/ Capital reserve holding gains/ Revenue
Capital Share premium GBP'000 reserve reserve (losses) (losses) reserve Total
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
-------------- ------- ----------------------- ------------- ---------- ---------------------- ------------------------------ ------- -------
As at 1
January 2018 4,058 - 3,397 38 (432) 9 (1,890) 5,180
Revenue return
on ordinary
activities
after tax - - - - - - (57) (57)
Performance
fee allocated
as capital
expenditure - - - - 32 - - 32
Current period
gains on
disposal - - - - 6 - - 6
Current period
losses on
fair value of
investments - - - - - (108) - (108)
Prior years'
unrealised
gains now
realised - - - - 13 (13) - -
-------------- ------- ----------------------- ------------- ---------- ---------------------- ------------------------------ ------- -------
Balance as at
30 June 2018 4,058 - 3,397 38 (381) (112) (1,947) 5,053
As at 1
January 2018 4,058 - 3,397 38 (432) 9 (1,890) 5,180
B Share issue 40 3,995 - - - - - 4,035
Capital
restructuring (3,977) - - 3,977 - - - -
Capital
reduction - (3,427) 7,442 (4,015) - - - -
Revenue return
on ordinary
activities
after tax - - - - - - (77) (77)
Expenses
charged to
capital - - - - (18) - - (18)
Performance
fee allocated
as capital
expenditure - - - - (26) - - (26)
Current period
gains on
disposal - - - - 903 - - 903
Current period
losses on
fair value of
investments - - - - - (716) - (716)
Prior years'
unrealised
losses now
realised - - - - 602 (602) - -
-------------- ------- ----------------------- ------------- ---------- ---------------------- ------------------------------ ------- -------
Balance as at
31 December
2018 121 568 10,839 - 1,029 (1,309) (1,967) 9,281
B Share issue 14 1,321 - - - - - 1,335
Revenue return
on ordinary
activities
after tax - - - - - - (35) (35)
Expenses
charged to
capital - - - - (35) - - (35)
Performance
fee allocated
as capital
expenditure - - - - 71 - - 71
Dividends paid - - (2,350) - - - - (2,350)
Current period
gains on
disposal - - - - 52 - - 52
Current period
losses on
fair value of
investments - - - - - (232) - (232)
Prior years'
unrealised
gains now
realised - - - - - - - -
-------------- ------- ----------------------- ------------- ---------- ---------------------- ------------------------------ ------- -------
Balance as at
30 June 2019 135 1,889 8,489 - 1,117 (1,541) (2,002) 8,087
-------------- ------- ----------------------- ------------- ---------- ---------------------- ------------------------------ ------- -------
Statement of Changes in Equity -- Ordinary Shares
Special Capital
Share distributable redemption Capital reserve gains/ Capital reserve holding gains/ Revenue
Capital Share premium GBP'000 reserve reserve (losses) (losses) reserve Total
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
-------------- ------- ----------------------- ------------- ---------- ---------------------- ------------------------------ ------- -------
As at 1
January 2018 4,058 - 3,397 38 (432) 9 (1,890) 5,180
Revenue return
on ordinary
activities
after tax - - - - - - (57) (57)
Performance
fee allocated
as capital
expenditure - - - - 32 - - 32
Current period
gains on
disposal - - - - 6 - - 6
Current period
losses on
fair value of
investments - - - - - (108) - (108)
Prior years'
unrealised
gains now
realised - - - - 13 (13) - -
-------------- ------- ----------------------- ------------- ---------- ---------------------- ------------------------------ ------- -------
Balance as at
30 June 2018 4,058 - 3,397 38 (381) (112) (1,947) 5,053
As at 1
January 2018 4,058 - 3,397 38 (432) 9 (1,890) 5,180
Capital
restructuring (3,977) - - 3,977 - - - -
Capital
reduction - - 4,015 (4,015) - - - -
Revenue return
on ordinary
activities
after tax - - - - - - (59) (59)
Expenses
charged to
capital - - - - - - - -
Performance
fee allocated
as capital
expenditure - - - - (26) - - (26)
Current period
gains on
disposal - - - - 903 - - 903
Current period
losses on
fair value of
investments - - - - - (716) - (716)
Prior years'
unrealised
losses now
realised - - - - 602 (602) - -
-------------- ------- ----------------------- ------------- ---------- ---------------------- ------------------------------ ------- -------
Balance as at
31 December
2018 81 - 7,412 - 1,047 (1,309) (1,949) 5,282
Revenue return
on ordinary
activities
after tax - - - - - - - -
Performance
fee allocated
as capital
expenditure - - - - 71 - - 71
Dividends paid - - (2,273) - - - - (2,273)
Current period
gains on
disposal - - - - 38 - - 38
Current period
losses on
fair value of
investments - - - - - (390) - (390)
Prior years'
unrealised
gains now
realised - - - - - - - -
-------------- ------- ----------------------- ------------- ---------- ---------------------- ------------------------------ ------- -------
Balance as at
30 June 2019 81 - 5,139 - 1,156 (1,699) (1,949) 2,728
-------------- ------- ----------------------- ------------- ---------- ---------------------- ------------------------------ ------- -------
Statement of Changes in Equity -- B Shares
Special Capital
Share distributable redemption Capital reserve gains/ Capital reserve holding gains/ Revenue
Capital Share premium GBP'000 reserve reserve (losses) (losses) reserve Total
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
------------ ------- ----------------------- ------------- ---------- ---------------------- ------------------------------ ------- -------
As at 1
January
2018 - - - - - - - -
Balance as
at 30 June
2018 - - - - - - - -
As at 1
January
2018 - - - - - - - -
B Share
issue 40 3,995 - - - - - 4,035
Capital
reduction (3,427) 3,427 - - - - -
Revenue
return on
ordinary
activities
after tax - - - - - - (18) (18)
Expenses
charged to
capital - - - - (18) - - (18)
Balance as
at 31
December
2018 40 568 3,427 - (18) - (18) 3,999
B Share
issue 14 1,321 - - - - - 1,335
Revenue
return on
ordinary
activities
after tax - - - - - - (35) (35)
Expenses
charged to
capital - - - - (35) - - (35)
Dividends
paid - - (77) - - - - (77)
Current
period
gains on
disposal - - - - 14 - - 14
Current
period
gains on
fair value
of
investments - - - - - 158 - 158
Prior years'
unrealised
gains now
realised - - - - - - - -
------------ ------- ----------------------- ------------- ---------- ---------------------- ------------------------------ ------- -------
Balance as
at 30 June
2019 54 1,889 3,350 - (39) 158 (53) 5,359
------------ ------- ----------------------- ------------- ---------- ---------------------- ------------------------------ ------- -------
Statement of Cash Flows -- Combined
Combined Combined Combined
Six months to 30 June 2019 Six months to 30 June 2018 Year to 31 December 2018
GBP'000 GBP'000 GBP'000
-------------------------- --------------------------- --------------------------- -------------------------
Cash flows from
operating
activities
Return on ordinary
activities before
tax (179) (127) 66
Adjustments for:
Increase in debtors (96) (3) (16)
(Decrease)/increase
in creditors (234) (36) 31
Gain on disposal of
fixed asset
investments (14) (6) (903)
Loss on valuation of
fixed asset
investments 232 108 716
-------------------------- --------------------------- --------------------------- -------------------------
Cash from operations (291) (64) (106)
Income taxes paid - - -
-------------------------- --------------------------- --------------------------- -------------------------
Net cash used in operating
activities (291) (64) (106)
Cash flows from investing
activities
Purchase of fixed asset
investments (2,248) - (500)
Sale of fixed asset
investments 42 31 2,958
-------------------------- --------------------------- --------------------------- -------------------------
Total cash flows from
investing activities (2,206) 31 2,458
Cash flows from financing
activities
Dividends paid (2,350) - -
Issue of B shares 1,335 - 4,035
Cash raised for B shares
not yet allotted - 1,648 219
Bank loan - 200 -
-------------------------- --------------------------- --------------------------- -------------------------
Total cash flows from
financing activities (1,015) 1,848 4,254
Increase in cash and cash
equivalents (3,512) 1,815 6.606
Opening cash and cash
equivalents 6,446 (160) (160)
Closing cash and cash
equivalents 2,934 1,655 6,446
-------------------------- --------------------------- --------------------------- -------------------------
Statement of Cash Flows -- Ordinary Shares
Ordinary Shares Ordinary Shares Ordinary Shares
Six months to 30 June 2019 Six months to 30 June 2018 Year to 31 December 2018
GBP'000 GBP'000 GBP'000
-------------------------- --------------------------- --------------------------- -------------------------
Cash flows from
operating
activities
Return on ordinary
activities before
tax (281) (127) 102
Adjustments for:
(Increase)/decrease
in debtors - (3) 7
(Decrease)/Increase
in creditors (98) (36) 18
Gain on disposal of
fixed asset
investments - (6) (903)
Loss on valuation of
fixed asset
investments 390 108 716
-------------------------- --------------------------- --------------------------- -------------------------
Cash from operations 11 (64) (60)
Income taxes paid - - -
-------------------------- --------------------------- --------------------------- -------------------------
Net cash used in operating
activities 11 (64) (60)
Cash flows from investing
activities
Purchase of fixed asset
investments - - -
Sale of fixed asset
investments - 31 2,958
-------------------------- --------------------------- --------------------------- -------------------------
Total cash flows from
investing activities - 31 2,958
Cash flows from financing
activities
Dividend paid (2,273) - -
Cash raised for B shares
not yet allotted - 1,648 -
Bank loan - 200 -
-------------------------- --------------------------- --------------------------- -------------------------
Total cash flows from
financing activities (2,273) 1,848 -
Increase in cash and cash
equivalents (2,262) 1,815 2,898
Opening cash and cash
equivalents 2,738 (160) (160)
Closing cash and cash
equivalents 476 1,655 2,738
-------------------------- --------------------------- --------------------------- -------------------------
Statement of Cash Flows -- B Shares
B Shares B Shares B Shares
Six months to 30 June 2019 Six months to 30 June 2018 Year to 31 December 2018
GBP'000 GBP'000 GBP'000
-------------------------- --------------------------- --------------------------- -------------------------
Cash flows from
operating
activities
Return on ordinary
activities before
tax 102 - (36)
Adjustments for:
Increase in debtors (96) - (23)
(Decrease)/increase
in creditors (136) - 13
Gain on disposal of
fixed asset
investments (14) - -
Gain on valuation of
fixed asset
investments (158) - -
-------------------------- --------------------------- --------------------------- -------------------------
Cash from operations (302) - (46)
Income taxes paid - -
-------------------------- --------------------------- --------------------------- -------------------------
Net cash used in operating
activities (302) - (46)
Cash flows from investing
activities
Purchase of fixed asset
investments (2,248) - (500)
Sale of fixed asset
investments 42 - -
-------------------------- --------------------------- --------------------------- -------------------------
Total cash flows from
investing activities (2,206) - (500)
Cash flows from financing
activities
Issue of B shares 1,335 - 4,035
Cash raised for B shares
not yet allotted - - 219
Dividends paid (77) - -
Bank loan - - -
-------------------------- --------------------------- --------------------------- -------------------------
Total cash flows from
financing activities 1,258 - 4,254
Increase in cash and cash
equivalents (1,250) - 3,708
Opening cash and cash
equivalents 3,708 - -
Closing cash and cash
equivalents 2,458 - 3,708
-------------------------- --------------------------- --------------------------- -------------------------
Notes to the Half-Yearly Report
1. Basis of preparation
The unaudited half-yearly results which cover the six months to 30 June
2019 have been prepared in accordance with the Financial Reporting
Council's (FRC) Financial Reporting Standard 104 Interim Financial
Reporting ('FRS 104') and the Statement of Recommended Practice (SORP)
for Investment Companies re-issued by the Association of Investment
Companies in November 2014. Details of the accounting policies and
valuation methodologies are included within the Annual Report on Pages
59-71.
2. Publication of non-statutory accounts
The unaudited half-yearly results for the six months ended 30 June 2019
do not constitute statutory accounts within the meaning of Section 415
of the Companies Act 2006. The comparative figures for the year ended 31
December 2018 have been extracted from the audited financial statements
for that year, which have been delivered to the Registrar of Companies.
The independent auditor's report on those financial statements, in
accordance with chapter 3, part 16 of the Companies Act 2006, was
unqualified. This half-yearly report has not been reviewed by the
Company's auditor.
3. Earnings per share
The earnings per Ordinary Share at 30 June 2019 are calculated on the
basis of 8,115,376 shares (31 December 2018: 8,115,376 and 30 June 2018:
8,115,376) being the weighted average number of shares in issue during
the period.
The earnings per B Share at 30 June 2019 are calculated on the basis of
4,783,679 (31 December 2018: 3,412,545 and 30 June 2018: nil) being the
weighted average number of shares in issue during the period.
There are no potentially dilutive capital instruments in issue and,
therefore, no diluted returns per share figures are relevant.
4. Net asset value per share
The net asset value per Ordinary Share is based on net assets as at 30
June 2019 divided by 8,115,376 (31 December 2018: 8,115,376 and 30 June
2018: 8,115,376) shares in issue at that date.
The net asset value per B Share is based on net assets as at 30 June
2019 divided by 5,387,664 (31 December 2018: 4,036,370 and 30 June 2018:
nil) shares in issue at that date.
5. Principal risks and uncertainties
The Company's assets consist of equity and fixed interest investments,
cash and liquid resources. Its principal risks are therefore market risk,
credit risk and liquidity risk. Other risks faced by the Company include
economic, loss of approval as a Venture Capital Trust, investment and
strategic, regulatory, reputational, operational and financial risks.
These risks, and the way in which they are managed, are described in
more detail in the Company's Annual Report and Accounts for the year
ended 31 December 2018. The Company's principal risks and uncertainties
have not changed materially since the date of that report.
6. Related party transactions
Certain Directors are entitled to participate in a performance bonus as
detailed in note 6 of the Annual Report. Those Directors are entitled to
receive a performance incentive fee, of up to 20% of sums returned to
shareholders by way of dividends and capital distributions of whatever
nature, which in aggregate exceeds the sum of 80p per share (including
dividends paid to date, i.e. 52.25p per Ordinary Share, but excluding
any sums returned to shareholders from HMRC in the year of
subscription). Full details are included in the Directors' Remuneration
Report and in Note 5 of the 2018 Annual Report and Accounts, which can
be viewed on the Company's website.
The management fee payable to Seneca is calculated as 2% of the weighted
average net assets of the B share portfolio. As a result, Seneca would
have earned GBP46,712 in management fees in the current period, however
this is reduced to GBP15,420 as a result of the 3% cost cap. No payment
has been made to Seneca, as money is still recoverable from Seneca as a
result of the amounts outstanding from 2018 in line with the cost cap
applied for that period. The remaining balance (GBP2,997) will be
deducted from fees to be paid to Seneca for services in 2019 (31
December 2018: GBP18,417 recoverable from Seneca, 30 June 2018: N/A).
Seneca accrued GBP141,250 (31 December 2018: GBP19,997, 30 June 2018:
GBPnil) in transaction fees, monitoring and directors' fees from
investee companies. Seneca may also become entitled to a performance
fee. See note 3 to the Annual Report for more information on these fees.
As detailed in the offer for subscription document dated 9 May 2018,
Seneca (as promoters of the offer) were entitled to charge the Company
up to 5.5% of investors' subscriptions. A total of GBP18,018 has been
paid to Seneca in the period (31 December 2018: GBP40,596, 30 June 2018:
n/a), based on allotments of GBP1,353,150 in the period.
7. Events after the Balance Sheet Date
There are no post balance sheet events.
8. Copies of this statement are available from the
Registrar's office at Neville House, Steelpark Road, Halesowen, B62 8HD,
and on the company's website -- www.senecavct.co.uk.
(END) Dow Jones Newswires
July 10, 2019 12:20 ET (16:20 GMT)
Copyright (c) 2019 Dow Jones & Company, Inc.
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