Annual Financial Report

RNS Number : 1826A

Maven Income & Growth VCT PLC

24 May 2019

 

Maven Income and Growth VCT PLC

Final results for the year ended 28 February 2019

The Directors are pleased to report the Company's financial results for the year ended 28 February 2019.

Highlights

·       NAV total return at year end of 142.67p per share (2018: 140.56p)

·       NAV at year end of 47.76p per share (2018: 58.20p), after payment of dividends totalling 12.55p per share during the year

·       Annual dividends of 12.55p per share (2018: 5.66p)

·       Offer for Subscription fully subscribed, with £20 million of new capital raised

·       38,112,053 new shares allotted on 6 March 2019, with a final allotment of 3,049,148 new shares on 24 April 2019

·       Completion of 16 VCT qualifying new and follow-on investments

Chairman's Statement

On behalf of your Board, I am pleased to report on another year of positive progress for your Company. During the period under review, NAV total return increased to 142.67p per share, representing the tenth consecutive year of growth. This encouraging performance reflects the strength of the underlying portfolio, where positive trading by a number of private company holdings has merited an uplift in valuation. Your Board is also pleased to report on the successful completion of the Offer for Subscription, which closed shortly after the period end, fully subscribed, having raised £20 million of new capital. This additional liquidity will support the continued expansion of the portfolio, through investment in a range of carefully selected VCT qualifying growth companies. Dividend payments during the year totalled 12.55p per share, reflecting the build-up of distributable reserves following a number of profitable exits, and the requirement to maintain compliance with the VCT regulations. Whilst it is unlikely that this level of distribution will be maintained, your Board remains committed to making tax-free distributions whenever possible.

On 26 September 2018, your Company launched a new Offer for Subscription to raise up to £15 million, with an over-allotment facility for up to a further £5 million. Following strong early investor demand, the over-allotment facility was opened on 23 January 2019 and, on 7 March 2019, the Directors were pleased to announce that the Offer had closed early, at full subscription, having raised a total of £20 million. This new capital provides your Company with a level of liquidity that will facilitate the continued expansion of the portfolio by investing in a wide range of qualifying growth companies that each offer the prospect of a capital gain.

Following enactment of the Finance Act 2015, which altered the investment parameters for VCT qualifying transactions, Maven has successfully adapted its deal origination strategy and significantly expanded its investment team and nationwide presence, providing access to a wide range of qualifying opportunities. During the financial year, your Company achieved a good level of investment activity, despite the protracted process for securing Advance Assurance from HM Revenue and Customs (HMRC), which has continued to cause delays to the completion of certain investments. Based on the pipeline of live transactions currently under review, your Board anticipates that the Company can sustain a healthy rate of investment in the new financial year, supplemented by follow-on commitments to support existing portfolio companies that are making identifiable commercial progress. Given the increased liquidity resulting from the Offer for Subscription, it is also possible that your Company may make a number of investments in qualifying AIM quoted companies, as Maven has an established team with specialist knowledge of that market.

Details of the principal Key Performance Indicators (KPIs) can be found in the Business Report of the Annual Report and a summary of the Alternative Performance Measures (APMs) can be found in the Financial Highlights in the Annual Report.

Whilst political and economic uncertainty has continued to surround the UK's exit from the European Union (EU), it is reassuring to report that most of the investee companies in the portfolio have performed broadly in line with expectations. A detailed analysis of portfolio developments can be found in the Investment Manager's Review in the Annual Report. The continuing positive performance achieved by a number of the more established private companies has enabled the valuations of some of those assets to be increased. The younger and earlier stage investee companies have generally made satisfactory progress, although it may take time for this to translate into meaningful uplifts in valuations. The Board and the Manager will maintain a conservative approach to valuing these assets, holding them at cost, or cost less provision, until there is clear evidence of measurable progress, or a specific event from which a new valuation can be supported. Encouragingly, trading performance across the oil & gas portfolio companies has continued to show a steady improvement, following the trend of the previous year. However, elsewhere in the portfolio, there are a small number of investments that are operating behind plan or where a market adjustment has influenced performance and, as a result, the valuations of these assets have been reduced.

During the period under review, the holding in Cursor Controls, a niche manufacturer of trackballs, trackpads and keyboards for industrial applications, was sold at a premium to carrying value, generating a total return of 2.7 times cost over the three-year investment period. Discussions are underway regarding further potential exits from a number of portfolio companies, although there can be no certainty that these will result in profitable realisations.

Dividends

The Directors recognise the importance of tax-free distributions to investors. As a result of a build-up of distributable reserves, including the proceeds from profitable realisations, and the requirement to ensure ongoing compliance with the VCT regulations, the Directors considered it appropriate to distribute an enhanced level of interim dividends in the first half of the financial year.

Accordingly, a first interim dividend in respect of the year ended 28 February 2019, of 7.45p per Ordinary Share was paid on 13 April 2018 to Shareholders on the register at close of business on 16 March 2018. A second interim dividend of 5.10p per Ordinary Share was paid on 22 June 2018 to Shareholders on the register at close of business on 25 May 2018. As no final dividend is proposed, the total distributions for the year were 12.55p per Ordinary Share, representing a yield of 29.19% based on the year-end closing mid-market price of 43.00p. 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. Since the Company's launch, and after receipt of the payments noted above, Shareholders have received 94.91p per Ordinary Share in tax-free dividends.

Decisions on future distributions will take into consideration the availability of surplus revenue, the adequacy of reserves and the VCT qualifying level, all of which are kept under close and regular review by the Board and the Manager. As the portfolio continues to evolve, and a greater proportion of holdings are invested in younger and earlier stage companies, there are likely to be fluctuations in the quantum and timing of future dividend payments, which may become more closely aligned to realisation activity. The Board and the Manager will ensure that this is carefully monitored, in line with your Company's investment objective.

Dividend Investment Scheme (DIS)

Your Company has in place a DIS, through which Shareholders may elect to have their dividend payments used to apply 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 qualified adviser.

Shareholders who wish to participate in respect of any future dividends should ensure that a DIS mandate or CREST instruction, as appropriate, is submitted to the Registrar (Link Market Services). 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/migvct. A DIS election can also be made using the Link Market Services share portal at www.signalshares.com.

Fund Raising

On 26 September 2018, the Directors of your Company, together with the board of Maven Income and Growth VCT 5 PLC, launched a joint Offer for Subscription of new Ordinary Shares for up to £30 million, in aggregate, with total over-allotment facilities of up to a further £10 million (£5 million for each company). On 23 January 2019, your Board announced that, as the Company's level of valid subscriptions were approaching the initial fundraising target, its over-allotment facility would be utilised.

Subsequent to the period end, on 7 March 2019 your Board was pleased to announce that the Company's Offer was fully subscribed, having raised £20 million including full utilisation of the over-allotment facility. A total of 38,112,053 new Ordinary Shares were allotted on 6 March 2019, in respect of £18.52 million of valid applications for the 2018/19 tax year. A final allotment of 3,049,148 Ordinary Shares, in respect of £1.48 million of valid applications for the 2019/20 tax year took place on 24 April 2019.

The Board is confident that this additional liquidity will enable your Company to continue to expand the portfolio in the years to come, through investment in dynamic earlier stage qualifying businesses that are capable of delivering growth and enhancing Shareholder value.

Further details regarding the new Ordinary Shares issued under the Offer for Subscription can be found in Note 12 to the Financial Statements in the Annual Report.

Share Buy-backs

Shareholders should be aware that the Board's primary objective is for the Company to retain sufficient liquid assets for making investments in line with its stated policy and for the continued payment of dividends. However, the Directors also acknowledge the need to maintain an orderly market in the Company's shares and have delegated authority to the Manager to buy back shares in the market for cancellation or to be held in treasury, subject always to such transactions being in the best interests of Shareholders. A total of 700,000 Ordinary Shares were bought back for cancellation during the year under review and further details can be found in Note 12 to the Financial Statements in the Annual Report.

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 between 5% and 10% to the prevailing NAV per share.

Regulatory Developments

Following the legislative changes introduced by the Finance Act 2015, with further amendments included in the Finance Act 2018, it is reassuring to report that the Finance Act 2019 did not contain any further amendments to the legislation governing VCTs. Your Company is well positioned to accommodate the provisions of the Finance Act 2018, and in particular the requirement for a VCT to hold 80% of its investments in qualifying holdings for financial periods ending after 6 April 2019. This will be applicable for your Company from 29 February 2020 and good progress towards this target is being achieved.

The General Data Protection Regulation (GDPR) came into force on 25 May 2018, replacing the Data Protection Act 1998. During the year, the Manager worked with the third parties that process Shareholders' personal data to ensure that their rights under the new regulation are respected.

In July 2018, the Financial Reporting Council published an update of the UK Corporate Governance Code (the Code), which focuses 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. The Board will consider the implications of the Code and take appropriate action as required.

Board of Directors

As Shareholders are aware, your Board has been considering its constitution and I am pleased to welcome Alison Fielding and Andrew Harrington as Non-executive Directors, with effect from 1 January 2019. Both Alison and Andrew have extensive experience of the private equity industry and specifically advising early stage growth businesses. Further details can be found in the Your Board section of the Annual Report. As required by company law, Alison and Andrew will stand for election by Shareholders at the Annual General Meeting (AGM) on 4 July 2019.

As previously announced, Fiona Wollocombe resigned from the Board on 24 January 2019. Fiona served as a non-executive Director of the Company from May 2004, and as its Chairman from July 2005 until July 2010. On behalf of the Board and the Manager, I would like to extend my thanks to Fiona for her valuable contribution and wish her every success in the future.

The Future

The Directors are encouraged by the progress achieved in the period under review and, notwithstanding the current economic and political uncertainty associated with the UK's withdrawal from the EU, remain optimistic in your Company's ability to continue to generate meaningful growth in Shareholder value. The proceeds from the Offer for Subscription provide important liquidity to facilitate the ongoing expansion of the portfolio of investee companies, and maintaining a good rate of momentum in the level of investment activity will remain the priority for the year ahead.

John Pocock

Chairman

24 May 2019

Business Report

This Business Report is intended to provide an overview of the strategy and business model of the Company, as well as the key measures used by the Directors in overseeing its management. The Company is a venture capital trust and invests in accordance with the investment objective set out in this Business Report. The Board holds at least one meeting per annum at which strategic matters are discussed.

Investment Objective

Under an investment policy approved by the Directors, the Company aims to achieve long-term capital appreciation and generate income for Shareholders.

Business Model and Investment Policy

Under an investment policy approved by the Directors, the Company intends to achieve its objective by:

·       investing the majority of its funds in a diversified portfolio of shares and securities in smaller, unquoted UK companies and AIM/NEX quoted companies that meet the criteria for VCT qualifying investments and have strong growth potential;

·       investing no more than £1.25 million in any company in one year and no more than 15% of the Company's assets by cost in one business at any time; and

·       borrowing up to 15% of net asset value, if required and only on a selective basis, in pursuit of its investment strategy.

The Company had no borrowings as at 28 February 2019 and, as at the date of this Report, the Board has no intention of utilising the borrowing facility.

Principal Risks and Uncertainties

The principal risks and uncertainties facing the Company are as follows:

Investment Risk

Many of the Company's investments are in small and medium sized unquoted UK companies and AIM/NEX quoted companies which, by their nature, carry a higher level of risk and lower liquidity relative to investments in large quoted companies. The Board aims to limit the risk attaching to the investment portfolio as a whole by ensuring that a robust and structured selection, monitoring and realisation process is applied by the Manager. The Board reviews the investment portfolio with the Manager on a regular basis.

The Company manages and minimises investment risk by:

·       diversifying across a large number of companies;

·       diversifying across a range of economic sectors;

·       actively and closely monitoring the progress of investee companies;

·       co-investing with other clients of the Manager;

·       ensuring valuations of underlying investments are made fairly and reasonably (see Notes 1(e) and 1(f) to the Financial Statements for further detail);

·       taking steps to ensure that share price discount is managed appropriately; and

·       choosing and appointing an FCA authorised investment manager with the appropriate skills, experience and resources required to achieve the Investment Objective, with ongoing monitoring to ensure the Manager is performing in line with expectations.

Financial and Liquidity Risk

As most of the investments require a mid to long term commitment and are relatively illiquid, the Company retains a portion of the portfolio in cash or cash equivalents in order to finance any new unlisted investment opportunities. The Company has no direct exposure to currency risk and does not enter into any derivative transactions.

Economic Risk

The valuation of investment companies may be affected by underlying economic conditions, such as fluctuating interest rates and the availability of bank finance. The economic and market environment is kept under constant review and the investment strategy of the Company adapted, so far as is possible, to mitigate emerging risks.

Credit Risk

The Company may hold financial instruments and cash deposits and is dependent on counterparties discharging their agreed responsibilities. The Directors consider the creditworthiness of the counterparties to such instruments and seek to ensure that there is no undue concentration of exposure to any one party.

Internal Control Risk

The Board reviews regularly the system of internal controls, both financial and non-financial, operated by the Company, Maven and other key third party outsourcers such as the Custodian and Registrar. These include controls designed to ensure that the Company's assets are safeguarded, that all records are complete and accurate and that the third parties have adequate controls in place to prevent data protection and cyber security failings.

VCT Qualifying Status Risk

The Company operates in a complex regulatory environment and faces a number of related risks, including:

·       becoming subject to capital gains tax on the sale of its investments as a result of a breach of Section 274 of the Income Tax Act 2007;

·       loss of VCT status and consequent loss of tax reliefs available to Shareholders as a result of a breach of the VCT Regulations;

·       loss of VCT status and reputational damage as a result of a serious breach of other regulations such as the FCA Listing Rules and the Companies Act 2006; and

·       increased investment restrictions resulting from EU State Aid Rules, incorporated by the Finance (No. 2) Act 2015 and the Finance Act 2018.

The Board works closely with the Manager to ensure compliance with all applicable and upcoming legislation, such that VCT qualifying status is maintained. Further information on the management of this risk is detailed under other headings in this Business Report.

Legislative and Regulatory Risk

In order to maintain its approval as a VCT, the Company is required to comply with VCT legislation in the UK as well as the EU State Aid Rules. Changes in either legislation could have an adverse impact on Shareholder investment returns whilst maintaining the Company's VCT status. The Board and the Manager continue to make representations where appropriate, either directly or through relevant industry bodies such as the Association of Investment Companies (AIC) and the British Private Equity and Venture Capital Association (BVCA).

The Company has retained Philip Hare & Associates LLP as VCT adviser and also uses a number of other VCT advisers on a transactional basis.

Breaches of other regulations including, but not limited to, the Companies Act 2006, the FCA Listing Rules, the FCA Disclosure Guidance and Transparency Rules, the GDPR, or the Alternative Investment Fund Managers Directive (AIFMD), could lead to a number of detrimental outcomes and reputational damage. Breaches of controls by service providers to the Company could also lead to reputational damage or loss.

The AIFMD, which regulates the management of alternative investment funds, including VCTs, introduced a new authorisation and supervisory regime for all investment companies in the EU. The Company is a small registered and internally managed alternative investment fund under the AIFMD.

The Company is also required to comply with tax legislation under the Foreign Account Tax Compliance Act and the Common Reporting Standard. The Company has appointed Link Market Services to act on its behalf to report annually to HMRC and to ensure compliance with this new legislation.

Political Risk

Following the referendum held on 23 June 2016, the UK voted to leave the EU and negotiations regarding the Withdrawal Agreement are ongoing. The full political, economic and legal consequences of this are not yet known. It is possible that investments in the UK may be more difficult to assess for suitability of risk, harder to buy or sell and, therefore, there will be a greater level of subjectivity in their valuations. In the longer term, there is likely to be a period of uncertainty as the UK seeks to negotiate its ongoing relationship with the EU and other global trade partners. In future, the UK's laws and regulations, including those relating to investment companies and AIFMs may diverge from those of the EU. This may lead to changes in the operation of the Company, the rights of investors, or the territories in which the shares of the Company may be promoted and sold.

In order to ensure that any risks arising are mitigated as effectively as possible, the Board reviews the political situation on a regular basis, together with any associated changes to the economic, regulatory and legislative environment.

An explanation of certain economic and financial risks and how they are managed is also contained in Note 16 to the Financial Statements in the Annual Report.

Statement of Compliance with Investment Policy

The Company is adhering to its stated investment policy and managing the risks arising from it. This can be seen in various tables and charts throughout the Annual Report, and from information provided in the Chairman's Statement and the Investment Manager's Review. A review of the Company's business, its position as at 28 February 2019 and its performance during the year then ended is included in the Chairman's Statement, which also includes an overview of its strategy and business model.

The management of the investment portfolio has been delegated to Maven, which also provides company secretarial, administrative and financial management services to the Company. The Board is satisfied with the depth and breadth of the Manager's resources and its network of offices, which supply new deals and enable it to monitor the geographically widespread portfolio of companies effectively.

The Investment Portfolio Summary in the Annual Report discloses the investments in the portfolio and the degree of co-investment with other clients of the Manager. The tabular analysis of the unlisted and quoted portfolio in the Annual Report shows that the portfolio is diversified across a variety of industry sectors and deal types. The level of VCT qualifying investment is monitored by the Manager on a daily basis and reported to the Risk Committee quarterly, or as otherwise required.

Key Performance Indicators

During the year, the net return on ordinary activities before taxation was £1,099,000 (2018: £903,000); gains on

investments were £1,292,000 (2018: £504,000); and earnings per share were 2.06p (2018: 1.56p).

At each Board Meeting, the Directors also consider a number of Alternative Performance Measures (APMs) to assess the Company's success in achieving its objective as these are considered to be more appropriate for this purpose. These APMs are viewed by the Board as key performance indicators that enable Shareholders and prospective investors to gain an understanding of the Company's business, and are as follows:

·       NAV total return;

·       annual yield;

·       share price discount to NAV;

·       investment income; and

·       operational expenses.

The NAV total return is a measure of Shareholder value that includes both the current NAV per share and total dividends paid to date. The annual yield is the total of dividends paid per share for the financial year, expressed as a percentage of the share price at the year-end date. The Directors seek to pay dividends to provide a yield and comply with the VCT rules, taking account of the level of distributable reserves, profitable realisations in each accounting period and the Company's future cash flow projections. The share price discount to NAV is the percentage by which the mid-market price of an investment is lower than its net asset value per share.

Definitions of these APMs can be found in the Glossary in the Annual Report. A historical record of these measures is shown in the Financial Highlights in the Annual Report and the change in the profile of the portfolio is reflected in the Summary of Investment Changes in the Annual Report.

The Board reviews the Company's investment income and operational expenses on a quarterly basis as the Directors consider that both of these elements are important components in the generation of Shareholder returns. Further information can be found in Notes 2 and 4 to the Financial Statements in the Annual Report.

There is no VCT index against which to compare the financial performance of the Company. However, for reporting to the Board and Shareholders, the Manager uses comparison with the most appropriate index, being the FTSE AIM All-Share Index. The Directors also consider non-financial performance measures such as the flow of investment proposals and the Company's ranking within the VCT sector by independent analysts.

In addition, the Directors consider economic, regulatory and political trends and features that may impact on the Company's future development and performance.

Valuation Process

Investments held by Maven Income and Growth VCT PLC in unquoted companies are valued in accordance with the International Private Equity and Venture Capital Valuation Guidelines. Investments quoted or traded on a recognised stock exchange, including AIM, are valued at their bid prices.

Share Buy-backs

At the forthcoming AGM, the Board will seek the necessary Shareholder authority to continue to conduct a share buy-back programme under appropriate circumstances.

Employee, Environmental and Human Rights Policy

As a VCT, the Company has no direct employee or environmental responsibilities, nor is it responsible for the emission of greenhouse gases. The Board's principal responsibility to Shareholders is to ensure that the investment portfolio is managed and invested properly. As the Company has no employees, it has no requirement to report separately on employment matters. The management of the Company's assets is undertaken by the Manager through members of its portfolio management team.

The Manager engages with the Company's underlying investee companies in relation to their corporate governance practices and in developing their policies on social, community and environmental matters and further information may be found in the Statement of Corporate Governance in the Annual Report. In light of the nature of the Company's business, there are no relevant human rights issues and, therefore, the Company does not have a human rights policy.

Independent Auditor

The Company's Independent Auditor is required to report if there are any material inconsistencies between the content of the Strategic Report and the Financial Statements. The Independent Auditor's Report can be found in the Annual Report.

Future Strategy

The Board and Manager intend to maintain the policies set out above for the year ending 29 February 2020, as it is believed that these are in the best interests of Shareholders.

Approval

The Business Report, and the Strategic Report as a whole, was approved by the Board of Directors and signed on its behalf by:

John Pocock

Director

24 May 2019
 

Income Statement

For the Year Ended 28 February 2019

	Year ended 28 February 2019			Year ended 28 February 2018
	Revenue £'000	Capital £'000	Total £'000	Revenue £'000	Capital £'000	Total £'000
Gains on investments	-	1,292	1,292	-	504	504
Income from investments	664	-	664	1,244	-	1,244
Other income	10	-	10	14	-	14
Investment management fees	(102)	(406)	(508)	(125)	(502)	(627)
Other expenses	(359)	-	(359)	(232)	-	(232)
Net return on ordinary activities before taxation	213	886	1,099	901	2	903
Tax on ordinary activities	(35)	35	-	(158)	96	(62)
Return attributable to Equity Shareholders	178	921	1,099	743	98	841
Earnings per share (pence)	0.33	1.73	2.06	1.38	0.18	1.56

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 and are included in full in the Annual Report.

Statement of Changes in Equity

For the Year Ended 28 February 2019

	Share   capital £'000	Share premium account £'000	Capital reserve realised £'000	Capital reserve unrealised £'000	Special distributable reserve £'000	Capital redemption reserve £'000	Revenue reserve £'000	Total £'000
At 28 February 2018 Net return	5,356 -	10,253 -	(10,770) 457	(599) 464	26,067 -	291 -	574 178	31,172 1,099
Dividends paid	-	-	(6,594)	-	-	-	(106)	(6,700)
Repurchase and cancellation of shares	(70)	-	-	-	(321)	70	-	(321)
At 28 February 2019	5,286	10,253	(16,907)	(135)	25,746	361	646	25,250

For the year ended 28 February 2018

	Share capital £'000	Share premium account £'000	Capital reserve realised £'000	Capital reserve unrealised £'000	Special distributable reserve £'000	Capital redemption reserve £'000	Revenue reserve £'000	Total £'000
At 28 February 2017 Net return	5,405 -	10,253 -	(10,738) 4,105	3,408 (4,007)	26,326 -	242 -	693 743	35,589 841
Dividends paid	-	-	(4,137)	-	-	-	(862)	(4,999)
Repurchase and cancellation of shares	(49)	-	-	-	(259)	49	-	(259)
At 28 February 2018	5,356	10,253	(10,770)	(599)	26,067	291	574	31,172

The accompanying Notes are an integral part of the Financial Statements and are included in full in the Annual Report.

Balance Sheet

As at 28 February 2019

	28 February 2019 £'000	28 February 2018 £'000
Fixed assets Investments at fair value through profit or loss Current assets Debtors Cash	22,578 357 2,349	20,671 963 9,636
Creditors Amounts falling due within one year	2,706 (34)	10,599 (98)
Net current assets	2,672	10,501
Net assets	25,250	31,172
Capital and reserves
Called up share capital	5,286	5,356
Share premium account	10,253	10,253
Capital reserve - realised	(16,907)	(10,770)
Capital reserve - unrealised	(135)	(599)
Special distributable reserve	25,746	26,067
Capital redemption reserve	361	291
Revenue reserve	646	574
Net assets attributable to Ordinary Shareholders	25,250	31,172
Net asset value per Ordinary Share (pence)	47.76	58.20

The Financial Statements of Maven Income and Growth VCT PLC (registered in England & Wales; company number 3908220) were approved by the Board of Directors on 24 May 2019 and were signed on its behalf by:

John Pocock

Director

The accompanying Notes are an integral part of the Financial Statements and are included in full in the Annual Report.

Cash Flow Statement

For the Year Ended 28 February 2019

	Year ended 28 February 2019 £'000	Year ended 28 February 2018 £'000
Net cash flows from operating activities*	(77)	280
Cash flows from investing activities
Purchase of investments	(2,642)	(2,810)
Sale of investments	2,453	10,323
Net cash flows from investing activities	(189)	7,513
Cash flows from financing activities
Equity dividends paid	(6,700)	(4,999)
Repurchase of Ordinary Shares	(321)	(259)
Net cash flows from financing activities	(7,021)	(5,258)
Net (decrease)/increase in cash	(7,287)	2,535
Cash at beginning of year	9,636	7,101
Cash at end of year	2,349	9,636

*Refer to Note 15 in the Annual Report for reclassification in the current and prior year.

The accompanying Notes are an integral part of the Financial Statements and are included in full in the Annual Report.

Notes to the Financial Statements

For the Year Ended 28 February 2019

Accounting Policies

The Company is a public limited company, incorporated in England & Wales and its registered office is shown in the Corporate Summary in the Annual Report.

(a)   Basis of preparation

The Financial Statements have been prepared under FRS 102, The Financial Reporting Standard applicable in the UK and Republic of Ireland and in accordance with the Statement of Recommended Practice for Investment Trust Companies and Venture Capital Trusts (the SORP) issued by the AIC in November 2014.

(b)   Income

Dividends receivable on equity shares and unit trusts are treated as revenue for the period on an ex-dividend basis. Where no ex-dividend date is available dividends receivable on or before the year end are treated as revenue for the period. Provision is made for any dividends not expected to be received. The fixed returns on debt securities and non-equity shares are recognised on a time apportionment basis so as to reflect the effective interest rate on the debt securities and shares. Provision is made for any income not expected to be received. Interest receivable from cash and short-term deposits and interest payable are accrued to the end of the year.

(c)   Expenses

All expenses are accounted for on an accruals basis and charged to the Income Statement. Expenses are charged through the revenue account except as follows:

•      expenses which are incidental to the acquisition and disposal of an investment are charged to capital; and

•      expenses are charged to realised capital reserves where a connection with the maintenance or enhancement of the value of the investments can be demonstrated. In this respect the investment management fee has been allocated 20% to revenue and 80% to realised capital reserves to reflect the Company's investment policy and prospective income and capital growth.

(d)   Taxation

Deferred taxation is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date, where transactions or events that result in an obligation to pay more tax in the future or right to pay less tax in the future have occurred at the balance sheet date. This is subject to deferred tax assets only being recognised if it is considered more likely than not that there will be suitable profits from which the future reversal of the underlying timing differences can be deducted. Timing differences are differences arising between the Company's taxable profits and its results as stated in the Financial Statements that are capable of reversal in one or more subsequent periods.

Deferred tax is measured on a non-discounted basis at the tax rates that are expected to apply in the periods in which timing differences are expected to reverse, based on tax rates and laws enacted or substantively enacted at the balance sheet date.

The tax effect of different items of income/gain and expenditure/loss is allocated between capital reserves and revenue account on the same basis as the particular item to which it relates using the Company's effective rate of tax for the period.

UK corporation tax is provided at amounts expected to be paid/recovered using the tax rates and laws that have been enacted or substantively enacted at the balance sheet date.

(e)   Investments

In valuing unlisted investments, the Directors follow the criteria set out below. These procedures comply with the revised International Private Equity and Venture Capital Valuation Guidelines (IPEVCV) for the valuation of private equity and venture capital investments. Investments are recognised at their trade date and are designated by the Directors as fair value through profit and loss. At subsequent reporting dates, investments are valued at fair value, which represents the Directors' view of the amount for which an asset could be exchanged between knowledgeable and willing parties in an arm's length transaction. This does not assume that the underlying business is saleable at the reporting date or that its current shareholders have an intention to sell their holding in the near future.

A financial asset or liability is generally derecognised when the contract that gives rise to it is settled, sold, cancelled or expires.

1.    For investments completed in the reporting period and those at an early stage in their development, fair value is determined using the Price of Recent Investment Method, except that adjustments are made when there has been a material change in the trading circumstances of the company or a substantial movement in the relevant sector of the stock market.

2.    Whenever practical, recent investments will be valued by reference to a material arm's length transaction or a quoted price.

3.    Mature companies are valued by applying a multiple to their prospective earnings to determine the enterprise value of the company.

3.1     To obtain a valuation of the total ordinary share capital held by management and the institutional investors, the value of third party debt, institutional loan stock, debentures and preference share capital is deducted from the enterprise value. The effect of any performance related mechanisms is taken into account when determining the value of the ordinary share capital.

3.2     Preference shares, debentures and loan stock are valued using the Price of Recent Investment Method. When a redemption premium has accrued, this will only be valued if there is a reasonable prospect of it being paid. Preference shares which carry a right to convert into ordinary share capital are valued at the higher of the Price of Recent Investment Method basis and the price/earnings basis, both described above.

4.    In the absence of evidence of a deterioration, or strong defensible evidence of an increase in value, the fair value is determined to be that reported at the previous balance sheet date.

5.    All unlisted investments are valued individually by the Manager's portfolio management team. The resultant valuations are subject to detailed scrutiny and approval by the Directors of the Company.

6.    In accordance with normal market practice, investments listed on AIM or a recognised stock exchange are valued at their bid market price.

(f)    Fair value measurement

Fair value is defined as the price that the Company would receive upon selling an investment in a timely transaction to an independent buyer in the principal or the most advantageous market of the investment. A three-tier hierarchy has been established to maximise the use of observable market data and minimise the use of unobservable inputs and to establish classification of fair value measurements for disclosure purposes. Inputs refer broadly to the assumptions that market participants would use in pricing the asset or liability, including assumptions about risk, for example, the risk inherent in a particular valuation technique used to measure fair value including such a pricing model and/or the risk inherent in the inputs to the valuation technique. Inputs may be observable or unobservable.

Observable inputs are inputs that reflect the assumptions market participants would use in pricing the asset or liability developed based on market data obtained from sources independent of the reporting entity.

Unobservable inputs are inputs that reflect the reporting entity's own assumptions about the assumptions market participants would use in pricing the asset or liability developed based on best information available in the circumstances.

The three-tier hierarchy of inputs is summarised in the three broad levels listed below.

•      Level 1 - the unadjusted quoted price in an active market for identical assets or liabilities that the entity can access at the measurement date.

•      Level 2 - inputs other than quoted prices included within Level 1 that are observable (ie developed using market data) for the asset or liability, either directly or indirectly.

•      Level 3 - inputs are unobservable (ie for which market data is unavailable) for the asset or liability.

(g)   Gains and losses on investments

When the Company sells or revalues its investments during the year, any gains or losses arising are credited/charged to the Income Statement.

(h)   Critical accounting judgements and key sources of estimation uncertainty

Disclosure is required of judgements and estimates made by the Board and the Manager in applying the accounting policies that have a significant effect on the Financial Statements. The area involving the highest degree of judgement and estimates is the valuation of unlisted investments recognised in Note 8 in the Annual Report and explained in Note 1(e) above.

In the opinion of the Board and the Manager, there are no critical accounting judgements.

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.

Earnings per share

	Year ended 28 February 2019	Year ended 28 February 2018
The returns per share have been based on the following figures. Weighted average number of Ordinary Shares Revenue return Capital return	53,147,172 £178,000 £921,000	53,864,742 £743,000 £98,000
Total return	£1,099,000	£841,000

Net Asset Value per Ordinary Share

Net asset value per Ordinary Share as at 28 February 2019 has been calculated using the number of Ordinary Shares in issue at that date of 52,863,884 (2018: 53,563,884)

Directors' Responsibility Statement

The Directors believe that, to the best of their knowledge:

•      the Financial Statements have been prepared in accordance with the applicable accounting standards and give a true and fair view of the assets, liabilities, financial position and profit or loss of the Company as at 28 February 2019 and for the year to that date;

•      the Directors' Report includes a fair review of the development and performance of the Company, together with a description of the principal risks and uncertainties that it faces; and

•      the Annual Report and Financial Statements, taken as a whole, is fair, balanced and understandable and provides the information necessary for Shareholders to assess the Company's position and performance, business model and strategy.

Other Information

The Annual General Meeting will be held on Thursday 4 July 2019, commencing at 12.00 noon, at the offices of Maven Capital Partners UK LLP, Fifth Floor, 1-2 Royal Exchange Buildings, London EC3V 3LF.

Copies of this announcement, and of the Annual Report and Financial Statements for the year ended 28 February 2019, will be available to the public at the offices of Maven Capital Partners UK LLP, Kintyre House, 205 West George Street, Glasgow G2 2LW; at the registered office of the Company, Fifth Floor, 1-2 Royal Exchange Buildings, London EC3V 3LF and on the Company's website at www.mavencp.com/migvct.

The Annual Report and Financial Statements for the year ended 28 February 2019 will be issued to Shareholders and filed with the Registrar of Companies in due course.

The financial information contained within this Announcement does not constitute the Company's statutory Financial Statements as defined in the Companies Act 2006. The statutory Financial Statements for the year ended 28 February 2018 have been delivered to the Registrar of Companies and contained an audit report which was unqualified and did not constitute statements under S498(2) or S498(3) of the Companies Act 2006.

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.

The Annual Report will be submitted to the National Storage Mechanism and will be available for inspection at: www.morningstar.co.uk/uk/NSM.

By Order of the Board

Maven Capital Partners UK LLP

Secretary

24 May 2019

 

END

 

 

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