Half-year Report

RNS Number : 5287C

Maven Income & Growth VCT PLC

19 October 2020

 

Maven Income and Growth VCT PLC

Interim results for the six months ended 31 August 2020 (unaudited)

The Directors are pleased to announce the unaudited Interim Management Report for the six months ended 31 August 2020.

Highlights

• NAV total return at 31 August 2020 of 143.26p per share

• NAV at 31 August 2020 of 44.35p per share, after payment of final dividend of 2.00p per share

• Interim dividend of 1.00p per share declared

• 12 new VCT qualifying private and AIM quoted companies added to the portfolio, with a further investment completed post the period end

• Follow-on funding provided to 13 portfolio companies to support their continuing growth

• Total gains of £0.51 million generated from realisations of AIM quoted holdings

• Partial realisation of Global Risk Partners for a total return of 2.55 times cost

• Offer for Subscription to raise up to £20 million (including a £10 million over-allotment facility) to be launched in Autumn 2020

Overview

During the reporting period, the global economy and financial markets have been significantly impacted by the COVID-19 pandemic, which has created a challenging operating environment for some portfolio companies. Since the emergence of the virus in the UK, Maven has acted swiftly to protect Shareholder value, whilst ensuring ongoing compliance with Government guidelines. In response to these circumstances, the Board elected to take a small number of provisions against specific private company holdings with exposure to consumer facing sectors, which resulted in a 6.2% reduction in NAV per share as announced on 26 March 2020. However, your Company has a broad exposure to investments across a wide range of defensive sectors such as software, cyber security, specialty manufacturing and training, which have been less susceptible to the impact of lockdown and, in some cases, have seen improved levels of trading during the pandemic. This has allowed a number of valuations to be revised upwards, leading to a recovery in the NAV announced in March. Notwithstanding the current general market uncertainty, your Board is aware that income distributions remain an important component of Shareholder returns and, following recent exit activity, the Directors have declared an interim dividend of 1.00p per share.

Maven responded quickly to the outbreak of COVID-19 and, in adherence with Government advice, cancelled all non-essential travel and introduced social distancing measures, with meetings taking place using video conference facilities or by telephone. Since the initial lockdown, all Maven employees have been working remotely and the investment team has been in regular dialogue with portfolio companies to offer advice and assistance. Where possible, investee companies have availed themselves of Government led support, including the Coronavirus Job Retention Scheme and the Coronavirus Business Interruption Loan Scheme. The Board and the Manager have remained in close contact throughout this period and will continue to provide updates to Shareholders when appropriate.

It is encouraging to report that the Manager has maintained a good rate of deployment during the first half of the financial year, with the addition of twelve new private and AIM quoted companies to the portfolio. Several of these new investments were completed during the lockdown period, in cases where the transaction had been in process since the start of the calendar year and underlying trading was relatively unaffected by the impact of COVID-19.

Conversely, a small number of live transactions were terminated in light of increased levels of client attrition and a reduction in revenues. New investment activity is continuing cautiously, and face to face meetings with the management teams of prospective investee businesses are resuming in line with Government guidelines. Subject to these guidelines and any local restrictions, Maven's offices will be open as required, with social distancing measures and enhanced hygiene protocols having already been put in place.

The Manager remains committed to growing the portfolio through the addition of carefully selected VCT qualifying private and AIM quoted companies from a broad range of sectors, particularly those that operate in more defensive markets or are less sensitive to consumer spending. Maven believes that a hybrid private equity and AIM model is an important differentiator that helps to build a portfolio with complementary liquidity and return characteristics, as it provides Shareholders with access to a wider range of companies with scope to realise profits at different times. During the period, the AIM portfolio delivered strong performance, with several companies reporting positive trading updates that resulted in share price appreciation for those investments. This also created the opportunity to lock in gains from a small number of AIM investments at a significant premium to the entry price, generating £0.51 million, whilst retaining a holding in anticipation of further growth in value.

It is worthwhile noting that, following the active investment strategy that has been pursued over the past few years, your Company now has a large portfolio of young, growth orientated businesses. These companies typically operate with a flexible cost base and many are active in the software and technology sector, with contracts in place providing good levels of recurring revenue. These attributes help to provide some degree of protection from the current economic uncertainty.

The provision of follow-on funding to support portfolio companies that are making tangible commercial progress remains a key component of the investment strategy. The Manager generally provides funding in tranches and, in certain cases, will make a small initial investment whilst retaining the option to participate further, subject to the company achieving agreed commercial milestones. This allows the Manager to monitor progress closely and assess performance before committing additional financial support. Where possible, Maven favours co-investing alongside another VCT house or partner to help further diversify portfolio risk. In terms of new transaction activity, Maven continues to evaluate numerous opportunities across its office network but takes a highly selective approach to investment, only supporting companies that offer a combination of management talent and the prospect of sustainable growth in revenues. It is also important that the entry price of each new holding offers prospective returns commensurate with the early stage nature of VCT investment.

Realisations are an important element in generating Shareholder returns and help to maintain dividend payments. The Maven team works closely with each unlisted portfolio company that is considering, or is actively engaged in, a sale process, helping to identify the most suitable adviser and potential acquirers that may be willing to pay a premium or strategic price for the business. The current economic uncertainty is, however, likely to result in fewer near term exits, with some sales processes put on hold until market conditions improve.

Dividends

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. These factors are kept under close and regular review by the Board and the Manager, both of whom recognise the importance of tax-free distributions to Shareholders.

In light of the recent realisation activity, the Directors have declared that an interim dividend in respect of the year ending 28 February 2021, of 1.00p per Ordinary Share, will be paid on 20 November 2020 to Shareholders on the register at 23 October 2020. Since the Company's launch, and after receipt of this latest dividend, 99.91p 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.

The Directors would like to remind Shareholders that, as the portfolio continues to expand and a greater proportion of holdings are in young companies with growth capital requirements, there will continue to be fluctuations in the quantum and timing of dividend payments. Distributions will be more closely linked to realisation activity and, if larger distributions are required as a consequence of exits, this could result in a commensurate reduction in NAV per share. However, the Board considers this to be a tax-efficient means of returning value to Shareholders, whilst maintaining compliance with the requirements of the VCT legislation.

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 granted by Shareholders at AGMs. On 26 March 2020, the Board announced that the DIS had been suspended due to the volatility in financial markets caused by the COVID-19 pandemic, with the payment on 31 July 2020 of the final dividend for the year ended 29 February 2020 being made by either cheque or bank transfer using existing mandate instructions.

The Directors have resolved to re-introduce the DIS with immediate effect. This means that, unless they advise the Company otherwise, those Shareholders who had previously elected to participate in the DIS will revert to receiving new shares with effect from 20 November 2020, being the payment date of the declared interim dividend. Shareholders who have not previously applied to participate in the DIS but wish to do so in respect of the interim dividend payable on 20 November 2020, should ensure that a mandate form, or CREST instruction if appropriate, is received by the Registrar, Link Market Services, prior to the dividend election date of 6 November 2020. Shares issued under the DIS should, subject to an individual Shareholder's particular circumstances, qualify for VCT tax reliefs applicable for the tax year in which they are allotted. The terms & conditions of the scheme, together with a mandate form, are available from the Company's website at: www.mavencp.com/migvct.

Joint Offers for Subscription

On 22 July 2020, the Directors of your Company, alongside the Board of Maven Income and Growth VCT 5 PLC, were pleased to announce the intention to raise up to £20 million, in aggregate (£10 million per company), by way of Joint Offers for Subscription in new Ordinary Shares, with over-allotment facilities for up to a further £20 million in total. A Prospectus with full details of the Offers is intended to be published during the Autumn of 2020 and new shares will be issued in respect of both the 2020/21 and 2021/22 tax years.

The Directors are confident that Maven's regional office network has the capacity and capability to continue to source attractive VCT qualifying private company and AIM quoted investment opportunities, and that the additional liquidity provided by the proposed fundraising will facilitate further expansion and development of the portfolio in line with the investment strategy. Furthermore, the funds raised will allow your Company to maintain its share buy-back policy, whilst also spreading costs over a wider asset base in line with the objective of maintaining a competitive total expense ratio for the benefit of all Shareholders.

Portfolio Developments

Whilst your Company's portfolio is well diversified, the rapid change in economic activity resulting from the outbreak of COVID-19 has inevitably had an impact on the trading conditions for certain portfolio companies.

As announced on 26 March 2020, the Board and the Manager acted promptly by taking a small number of protective provisions against those unlisted companies with exposure to consumer facing sectors, which were most affected by the lockdown. Maven continues to work closely with the management teams of all investee companies, taking actions as quickly as possible on a case-by-case basis.

During the period, the oil price was adversely affected by a dispute between Saudi Arabia and Russia, just as the spread of COVID-19 was resulting in a dramatic fall in the global demand for oil. Following an agreement to cut oil production by a record amount, the market has stabilised and the oil price has started to recover. The oil & gas industry is classified as a key sector by both the UK and Scottish Governments and, therefore, portfolio companies servicing this sector have been able to continue to trade throughout the lockdown, with most remaining profitable. Following a number of realisations in recent years, the energy services sector now accounts for 8.4% of the portfolio by value, with all of the remaining assets operating in the service sector and predominantly in areas related to mandatory rather than discretionary spend, which offers some protection in the current economic climate.

The UK formally left the EU on 31 January 2020 and immediately entered into an eleven month transition period that will end on 31 December 2020. Whilst the full extent of future global trading relationships is still to be determined, as at the date of this report, the portfolio has not been materially affected. The majority of the investee companies have limited direct exposure to the EU, but those that do have been implementing contingency plans to mitigate any potential impact.

Integrated drug discovery service provider BioAscent Discovery has achieved impressive growth since the Maven VCTs first invested in 2018. Over the past two years, the business has recorded 67% compound annual growth in revenue and was recently named top performing outsourcer in the Alantra Pharma Fast 50, which ranks the UK's fastest growing privately owned pharma and pharma service companies. Since investment, BioAscent has extended its services into complementary chemistry and biology areas and has also expanded its client base. BioAscent has also been involved in the UK's response to the outbreak of COVID-19, helping to set up a new testing facility in conjunction with the Scottish Government to scale up virus testing. Despite the challenging operating climate, BioAscent expects to record further growth during 2020.

The first purpose-built facility of Horizon Ceremonies, the Clyde Coast & Garnock Valley, opened in April 2018 and has been steadily building a strong market presence, having been named Best Crematorium in Scotland at the 2019 Scottish Funeral Awards. As part of its growth strategy, Horizon recently acquired two further sites and obtained planning consent for the construction of new crematoria on each site. Building work is now well underway at the location in Cannock, Staffordshire, and construction at the site in the suburbs of Glasgow commenced in August 2020. Two further sites are also now under option, with planning applications submitted. The strategic objective remains to build a portfolio of modern crematoria that provide the highest levels of service and care, whilst meeting the best ethical practice and environmental standards.

In 2016, your Company invested in The GP Service (GPS), which provides a secure end-to-end system that allows patients to consult with a doctor online and to have a prescription dispensed at a local pharmacy. The "on-demand" sector for medical consultations has experienced significant growth over recent years, and this has increased further during the COVID-19 pandemic. GPS remains at the forefront of this market, having secured Care Quality Commission accreditation, is using General Medical Council registered doctors and is the only supplier to have access to NHS summary care records, which has enhanced the service offering. There are now 1,600 pharmacy partners on board and the management team continues to progress a number of significant commercial agreements that could be transformational for the business.

Martel Instruments, a manufacturer and supplier of custom-built compact printers, portable data loggers and display units to the medical, pharmaceutical and other testing and compliance markets, has benefitted from a period of strong trading over recent months. The company has proven resilient during the COVID-19 crisis and is experiencing good levels of demand for products from the medical market, which is expected to continue once the associated restrictions have been lifted. Martel has a strong order book, is currently operating at full capacity and is forecast to deliver further positive financial performance in 2020.

RegTech specialist Symphonic Software has made good progress since Maven clients invested in 2019, having achieved a number of the technical and commercial milestones set out at the time of the original investment. The company operates in an emerging segment of the identify and access management sector and has developed a software solution that enables organisations to share sensitive and time-dependent information by managing access to data and services in a secure manner. Symphonic maintained continuity of service throughout the lockdown, demonstrating its ability to provide service clients with 24/7 customer support. During the current year, the business has achieved good growth in annual recurring revenue (ARR) over the previous year and recently secured a number of notable blue-chip clients. Symphonic is well positioned to continue to focus on growing its client base and increasing ARR, with the objective of building a strong market presence in this growing sub-sector.

Maven has a dedicated London based AIM VCT team that has a deep understanding of the market and long-standing relationships with the local broking community. During the period, the AIM portfolio delivered a positive contribution to the overall performance of your Company. The key contributor to this performance was biopharmaceutical developer Avacta, which has reported a steady stream of positive news in relation to the development of its Affimer-based rapid test for COVID-19 for both laboratory and point-of-care settings. Avacta's share price experienced significant appreciation during the reporting period, which allowed a partial realisation of the holding at a meaningful premium to the entry price.

Liquidity Management

The Board and the Manager continue to operate an active liquidity management policy, with the objective of generating income from cash resources held prior to investment. Whilst the Finance Act 2016 introduced the restriction on holding investments in instruments such as treasury bills or other Government-backed securities for liquidity management purposes, it does permit holding certain other listed securities. Based on the Manager's recommendation, the Board has authorised Maven to invest in a small portfolio of listed investment and unit trusts that offer attractive income characteristics. The Manager retains a positive view on these holdings and will continue to consider any other permitted liquidity management investment options that have the potential to generate income alongside the prospect of capital appreciation.

New Investments

During the period, your Company provided development capital to eight VCT qualifying private companies offering interesting growth opportunities:

• GEN inCode is a provider of clinical genetic tests, which use artificial intelligence (AI), bioinformatics and a globally recognised clinical evidence base to provide predictive analysis of a patient's risk in order to determine which medical treatments and procedures will have the best outcome. The company is developing specific genetic markers to help doctors to provide targeted treatment and prevention plans for patients. The VCT funding is being used to expand its presence in the European market and to enter the US, which is a key market for future growth.

• Hublsoft is a data analytics specialist that aims to provide better support for corporate decision makers. Through its Software as a Service (SaaS) platform, Hublsoft simplifies the analysis of big data using natural language and charts that are simple to interpret and understand. The smart user interface enables the process to be accessible and engaging, making big data more accessible for clients who had previously found it too complex to handle or were heavily reliant on third parties. The VCT funding is being used to support the growth in new markets in the UK and Europe.

• Intilery has developed a digital customer engagement platform that provides a holistic view of a client's marketing activities, as well as using real time data about their customers' behaviour to identify opportunities for enhancing multi- channel marketing campaigns. Personalised interactions and timely reminders are used to create a better customer experience, help improve levels of engagement, increase customer loyalty and ultimately drive revenue growth. The VCT funding is being used to expand the sales and marketing team as well as further develop the product and associated technology.

• Nano Interactive is an advertising technology business that uses online search activity to identify relevant individuals that corporate clients and media agencies should target with their advertising. Nano then places these advertisements in real time, or shortly afterwards, on behalf of clients. The company has a strong client base of blue-chip advertisers, including Microsoft and agency groups such as Omnicom and Publicis. The VCT funding is being used for further product development and to establish a presence in the USA.

• Precursive is a B2B business that provides a SaaS platform to allow clients to automate their customer onboarding and workforce capacity management. The platform bridges the gap between CRM sales systems and customer success platforms, in order to improve operational efficiency, enhance the experience and reduce client churn. Precursive has built a strong market position on the back of a number of high-quality relationships with companies such as DPD, GoCardless, Google and SES, which also provides good levels of forward revenue visibility. The VCT funding is being used to hire additional development staff, to grow outbound and channel sales and to invest in product development.

• Push Technology is an established technology business that provides client solutions to improve the speed, security and efficiency of real time data transfers. Push has built a strong blue-chip customer base across financial services (including CME Group), e-gaming companies and IOT (Internet of Things), where data transfer is of particularly high importance and value. Push engages with customers through long-term software licenses combined with annual recurring maintenance and support income. The VCT funding is being used to develop the business internationally and to enhance the technology offering.

• Quorum Cyber Security provides managed service security and consulting services to clients across the UK, Europe and the Middle East, where its Clarity platform provides enterprise-grade cyber security at an accessible price point. Quorum has achieved good growth over the past year and is on track to continue this momentum. The VCT funding is being used to invest in sales and marketing, as well as to further develop the relationship with Microsoft, which should enable Quorum to target larger customers in the future.

• The Algorithm People has developed a SaaS platform for the transport and logistics sectors that enables operators to reduce costs by planning the most efficient route and job schedule for their vehicle fleet (including electric vehicles). The My Transport Planner application is delivered through a web browser, thereby reducing implementation costs. The VCT funding is being used to progress new partnerships and increase market presence.

In addition, four new AIM quoted investments were added to the portfolio:

• Diurnal is a speciality pharmaceutical company that develops high quality products for the life-long treatment of rare and chronic endocrine conditions, including congenital adrenal hyperplasia and adrenal insufficiency. Your Company participated in the £11.2 million fundraising, which completed in March 2020. The investment is being used to support the development and commercialisation of Diurnal's established products in the US and the rest of the world and to progress the early-stage pipeline opportunities into clinical trial phases.

• Eden Research develops and supplies innovative biopesticide products and natural micro-capsulation technologies to the global crop protection, animal health and consumer products industries. Your Company participated in the £10.1 million fundraising, which completed in March 2020. This investment will enable the company to develop, register and commercialise key new products in categories such as insecticide formulation and seed treatment, taking a leading position in the rapidly growing sustainable agriculture market.

• Genedrive is a molecular diagnostics company that is developing and commercialising a low cost and simple to use platform for the rapid diagnosis of infectious diseases and use in patient stratification pathogen detection and other indications. Genedrive recently announced the development of a high throughput SARS-CoV-2 test to detect the COVID-19 infection in patients. Your Company participated in the £7.0 million placing, which completed in May 2020. The investment is being used to support the introduction of the SARS-CoV-2 test alongside other product innovation.

• Trackwise Designs is a leading provider of specialist interconnector products, manufacturing printed circuit technology for use across multiple sectors and applications. Your Company participated in the £5.9 million fundraising, which completed in March 2020. The investment provides working capital to support the growth of the business, specifically in the Improved Harness Technology area, which utilises the company's proprietary technology to manufacture unlimited length, multilayer flexible printed circuits that can be used in aerospace, automotive, satellite and medical markets.

The following investments have been completed during the reporting period:

Investments		Date	Sector			Investment cost £'000	Website
New unlisted
GEN inCode Limited		July 2020	Health			200	www.genincode.com
Hublsoft Group Limited		June 2020	Software & computer services (financial services)			300	www.hublsoft.com
Intilery.com Limited		April 2020	Software & computer services (marketing)			75	www.intilery.com
Nano Interactive Group Limited		March 2020	Software & computer services (advertising)			625	www.nanointeractive.com
Precursive Limited		March 2020	Software & computer services (professional/employment services)			500	www.precursive.com
Push Technology Limited		March 2020	Software & computer services (consumer services)			525	www.pushtechnology.com
Quorum Cyber Security Limited		June 2020	Software & computer services (cyber security)			150	www.quorumcyber.com
The Algorithm People Limited		May 2020	Software & computer services (transport)			100	www.thealgorithmpeople.co.uk
Total new unlisted						2,475
	Follow-on unlisted
	ADC Biotechnology Limited1	March and July 2020		Pharmaceuticals & biotechnology	122		www.adcbio.com
	AVID Technology Group Limited	March 2020		Automobile & parts	71		www.avidtp.com
	Boiler Plan (UK) Limited	March 2020		Software & computer services (consumer services)	200		www.boilerplanuk.com
	Bright Network (UK) Limited	March 2020		Software & computer services (employment services)	667		www.brightnetwork.co.uk
	Contego Solutions Limited (trading as NorthRow)	July 2020		Software & computer services (financial services)	250		www.northrow.com
	Curo Compensation Limited	April 2020		Software & computer services (employment services)	81		www.curocomp.com
	Horizon Ceremonies Limited	May 2020		Support services (consumer services)	100		www.horizoncremation.co.uk
	Life's Great Group Limited (trading as Mojo Mortgages)1	March and July 2020		Software & computer services (financial services)	270		www.mojomortgages.com
	Optoscribe Limited	March 2020		Diversified industrials	88		www.optoscribe.com
	QikServe Limited	March 2020		Software & computer services (hospitality)	47		www.qikserve.com
	Relative Insight Limited	June 2020		Software & computer services (marketing)	100		www.relativeinsight.com
	The GP Service (UK) Limited	May 2020		Health	163		www.thegpservice.co.uk
	Total follow-on unlisted				2,159
	Total unlisted				4,634
	New quoted
	Diurnal Group PLC	March 2020		Pharmaceuticals & biotechnology	63		www.diurnal.co.uk
	Eden Research PLC	March 2020		Chemicals	102		www.edenresearch.com
	Genedrive PLC	May 2020		Pharmaceuticals & biotechnology	25		www.genedriveplc.com
	Trackwise Designs PLC	March 2020		Electronics & electrical equipment	62		www.trackwise.co.uk
	Total new quoted				252
	Follow-on quoted C4X Discovery Holdings PLC	May 2020		Pharmaceuticals & biotechnology	14		www.c4xdiscovery.com
	Total follow-on quoted				14
	Total quoted				266
	Total investments				4,900

¹ Follow-on investment made in two stages.

At the period end, the portfolio stood at 86 unlisted and quoted investments, at a total cost of £30.74 million.

Realisations

In June 2020, the partial sale of the investment in Global Risk Partners (GRP) completed. Your Company originally invested in GRP in 2013, participating in a syndicate to back a highly experienced management team to pursue a buy & build strategy in the specialty insurance and reinsurance markets. Since launch, the business has achieved significant scale, having completed and successfully integrated 59 acquisitions, with the enlarged business now achieving annual gross written premium of almost £800 million. Following a competitive process, an offer for the business was received from a US private equity buyer, with a partial exit completing conditionally in February 2020. Regulatory approval for the transaction was granted subsequently and the sale concluded in June, generating a total return of 2.55 times cost. The proceeds will be distributed to your Company in due course.

The table below gives details of all realisations achieved during the reporting period:

Sales	Year first invested	Complete/ partial exit	Cost of shares disposed of £'000	Value at 29 February 2020 £'000	Sales proceeds £'000	Realised gain/(loss) £'000	Gain/(loss) over 29 February 2020 value £'000
Unlisted Lambert Contracts Holdings Limited1 Other unlisted investments	2013	Complete	- -	- -	20 1	20 1	20 1
Total unlisted			-	-	21	21	21
Quoted Avacta Group PLC Cello Health PLC Eden Research PLC Genedrive PLC Other quoted investments	2019 2004 2020 2020	Partial Complete Partial Complete	95 309 19 25 4	142 418 19 17 4	398 499 26 40 4	303 190 7 15 -	256 81 7 23 -
Total quoted			452	600	967	515	367
Unit trusts Royal London Short Duration Credit Fund (Class M Income)	2019	Partial	-	-	9	9	9
Total unit trusts			-	-	9	9	9
Total sales			452	600	997	545	397

¹ Final recovery proceeds.

During the period under review, one private company was struck off the Register of Companies, resulting in a realised loss of £897,000 (cost £897,000). This had no effect on the NAV of the Company as a full provision had been made against the value of the holding in a previous period.

Material Developments Since the Period End

Since 31 August 2020, one new private company holding have been added to the portfolio:

· MirrorWeb has developed a cloud-based social media and website archiving solutions for both the public and private sectors, where companies are increasingly looking to preserve online data to meet statutory, regulatory or legal obligations. The company provides a reliable, secure solution for archiving and monitoring websites and other online channels, allowing clients to preserve legally admissible records in a digital archive, leading to reduced compliance costs and improved efficiency through automation. The business has built a strong recurring revenue base and has a client list that includes Aberdeen Standard Investments, the BBC, HM Treasury, Tesco Bank, The National Archives and Zurich Insurance Group. The VCT funding is being used to grow the sales and marketing function with a view to building its market presence in the UK and US, particularly within the financial services sector.

Principal and Emerging Risks and Uncertainties

The principal and emerging risks and uncertainties facing the Company were set out in full in the Strategic Report contained within the 2020 Annual Report, and are the risks associated with investment in small and medium sized unlisted and AIM/AQSE 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.

During the period under review, the COVID-19 pandemic developed from being an emerging risk to a principal risk that had implications for the Company, the Manager and investee companies, as well as the UK and global economies. The Board and the Manager have sought to identify all of the individual and associated risks that could impact on the Company and the steps that are required to mitigate them. These have been recorded in separate risk registers that are maintained by the Company and the Manager, and these will be reviewed on a regular basis as the situation continues to evolve.

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 between 5% and 10% of the prevailing NAV per share. During the period under review, 1,207,705 shares were bought back for cancellation at a total cost of £497,000.

Regulatory Update

Following the outbreak of COVID-19, a number of regulatory changes have been implemented to assist and support companies through this crisis. The Corporate Insolvency and Governance Act has temporarily suspended parts of insolvency law to support directors to continue trading through the emergency without the threat of personal liability for wrongful trading and to protect companies from creditor action. In addition, Company Law and other legislation has been amended to provide companies with temporary easements on company filings and the holding of AGMs.

The Financial Conduct Authority (FCA) has recognised that fund managers and auditors could face challenges in preparing financial information as a result of the pandemic and have announced an extension to the filing deadlines for annual and interim reports. Your Company does not expect to have to take advantage of these extended filing deadlines.

The FCA has also published detailed information setting out its expectations during the crisis. The FCA expects firms to take reasonable steps to ensure that they are prepared to meet the challenges presented by COVID-19 in order to maintain business continuity. Firms are encouraged to ensure that they are managing their financial resilience and liquidity, and to report to the FCA if they believe they will face difficulties. The FCA has also set out its high-level expectations on the application of firms' systems and controls for combatting and preventing financial crime, including client identity verification.

On 27 March 2020, the International Private Equity and Venture Capital Valuation (IPEV) Guidelines Board issued special valuation guidance to assist managers who are applying the IPEV Valuation Guidelines to their 31 March 2020 portfolios. The Guidelines were last updated in 2018 and are the prevailing framework for fair value information in the private equity and venture capital industry. In the current global crisis, it is vitally important that information continues to flow in a timely and consistent manner, and the special valuation guidance reinforces key valuation principles in order to ensure the robustness of information making its way to investors and other stakeholders.

Outlook

Notwithstanding the unforeseen difficulties presented by the COVID-19 pandemic, your Company remains well positioned, benefitting from a diverse portfolio of younger companies seeking to achieve significant growth and scale, together with a number of more established and mature private and AIM quoted investments. The strategy for the second half of the financial year will remain focused on cautiously expanding and further developing the portfolio. In particular, the Manager will be seeking out those growth companies that have strong recurring or contractual revenues, or which operate an online business model, or are generally more defensive to the market and trading conditions experienced during the year to date as a result of the pandemic.

On behalf of the Board

Maven Capital Partners UK LLP

Secretary

19 October 2020

Summary of Investment Changes

For the six months ended 31 August 2020

	Valuation  29 February 2020   £'000  %		Net investment/ (disinvestment) £'000	Appreciation/ (depreciation) £'000	Valuation  31 August 2020   £'000   %
Unlisted investments
Equities	13,750	31.9	4,466	63	18,279	44.8
Preference shares	-	-	-	-	-	-
Loan stock	7,941	18.4	147	(614)	7,474	18.4
	21,691	50.3	4,613	(551)	25,753	63.2
AIM/AQSE investments
Equities	1,050	2.4	(701)	530	879	2.2
Listed investments
Investment trusts	1,431	3.3	-	(23)	1,408	3.5
Unit trusts	2,010	4.7	(9)	1	2,002	4.9
Total investments	26,182	60.7	3,903	(43)	30,042	73.8
Net current assets	16,918	39.3	(6,252)	-	10,666	26.2
Net assets	43,100	100.0	(2,349)	(43)	40,708	100.0

Investment Portfolio Summary

As at 31 August 2020

Investment	Valuation £'000	Cost £'000	% of total assets	% of equity held	% of equity held by other clients1
Unlisted
Martel Instruments Holdings Limited	1,966	1,234	4.8	14.9	29.3
Horizon Ceremonies Limited2	1,184	788	2.9	4.2	48.5
CatTech International Limited	1,169	627	2.8	6.0	24.0
Maven Co-invest Endeavour Limited Partnership (invested in Global Risk Partners)	1,089	435	2.7	24.3	75.7
Vodat Communications Group Limited	1,024	567	2.5	4.2	22.6
Bright Network (UK) Limited	971	940	2.4	8.5	29.8
The GP Service (UK) Limited	892	860	2.2	10.3	41.0
HCS Control Systems Group Limited	846	846	2.1	6.9	29.6
CB Technology Group Limited	843	579	2.1	11.8	67.2
Life's Great Group Limited (trading as Mojo Mortgages)	825	820	2.0	10.0	35.6
Contego Solutions Limited (trading as NorthRow)	798	798	2.0	6.6	26.2
Relative Insight Limited	700	700	1.7	3.7	25.6
Glacier Energy Services Holdings Limited	688	688	1.7	2.7	25.0
Whiterock Group Limited	676	321	1.7	5.2	24.8
Rockar 2016 Limited (trading as Rockar)	672	580	1.6	3.0	12.6
RMEC Group Limited	659	463	1.6	2.9	47.2
QikServe Limited	659	659	1.6	3.0	12.3
Nano Interactive Group Limited	625	625	1.5	3.7	11.2
Flow UK Holdings Limited	598	598	1.5	7.3	27.7
Delio Limited	533	533	1.3	3.6	9.9
Push Technology Limited	525	525	1.3	2.8	8.5
Precursive Limited	500	500	1.2	4.3	17.3
CODILINK UK Limited (trading as Coniq)	450	450	1.1	1.3	3.6
Ensco 969 Limited (trading as DPP)	443	733	1.1	4.9	29.6
Filtered Technologies Limited	435	400	1.1	4.3	22.3
Boiler Plan (UK) Limited	400	400	1.0	8.2	48.3
BioAscent Discovery Limited	392	174	1.0	4.4	35.6
Symphonic Software Limited	370	185	0.9	2.2	12.1
WaterBear Education Limited	348	245	0.9	5.1	34.1
ebb3 Limited	340	252	0.8	6.0	52.6
GradTouch Limited	300	400	0.7	5.8	29.7
HiveHR Limited	300	300	0.7	5.2	33.7
Hublsoft Group Limited	300	300	0.7	4.7	26.5
e.fundamentals (Group) Limited	300	200	0.7	1.6	9.2
Growth Capital Ventures Limited	269	257	0.7	5.3	37.8
Shortbite Limited (trading as DigitalBridge)	257	258	0.6	2.8	17.9

TC Communications Holdings Limited	241	413	0.6	3.5	26.5
Curo Compensation Limited	228	298	0.6	2.4	16.6
ISN Solutions Group Limited	205	323	0.5	4.6	50.4
Lending Works Limited	203	407	0.5	3.4	17.1
GEN inCode UK Limited	200	200	0.5	2.2	14.4
eSafe Global Limited	187	249	0.5	4.8	27.3
Optoscribe Limited	187	187	0.5	1.5	8.1
R&M Engineering Group Limited	172	762	0.4	8.6	62.0
Quorum Cyber Security Limited	150	150	0.4	2.6	18.4
Altra Consultants Limited	100	100	0.2	1.7	58.3
The Algorithm People Limited	100	100	0.2	3.3	22.7
AVID Technology Group Limited	91	365	0.2	1.5	8.4
Fathom Systems Group Limited	77	711	0.2	8.0	52.0
Intilery.com Limited	75	75	0.2	3.3	23.1
Honcho Markets Limited	65	65	0.2	1.2	23.5
Space Student Living Limited	45	-	0.1	11.5	68.6
FLXG Scotland Limited (formerly Flexlife Group Limited)	41	277	0.1	1.8	12.5
LightwaveRF PLC3	40	74	0.1	0.9	0.9
Other unlisted investments	-	2,330
Total unlisted	25,753	26,326	63.2
Quoted
Avacta Group PLC	143	13	0.4	-	-
Diurnal Group PLC	108	63	0.3	0.2	0.6
Intelligent Ultrasound Group PLC	106	82	0.3	0.4	2.1
Angle PLC	96	114	0.2	0.1	0.1
Eden Research PLC	87	83	0.2	0.4	1.1
Trackwise Designs PLC	79	62	0.2	0.3	1.0
Seen PLC (Entertainment AI PLC)	73	150	0.2	0.7	0.8
C4X Discovery Holdings PLC	66	47	0.1	0.3	1.9
Osirium Technologies PLC	60	100	0.1	1.5	4.4
Hardide PLC	33	80	0.1	0.3	0.4
Vianet Group PLC (formerly Brulines Group PLC)	28	37	0.1	0.1	1.4
Other quoted investments	-	214
Total quoted	879	1,045	2.2
Private equity investment trusts
HarbourVest Global Private Equity Limited	298	250	0.6	-	0.1
Standard Life Private Equity Trust PLC	235	251	0.6	0.1	0.1
Pantheon International PLC	185	176	0.5	-	0.1
Princess Private Equity Holding Limited	169	158	0.4	-	0.2
ICG Enterprise Trust PLC	151	153	0.4	-	0.1
BMO Private Equity Trust PLC (formerly F&C Private Equity Trust PLC)	143	154	0.4	0.1	0.4
Apax Global Alpha Limited	83	71	0.2	-	0.1
HgCapital Trust PLC	82	64	0.2	-	0.1
Total private equity investment trusts	1,346	1,277	3.3
Real estate investment trusts Regional REIT Limited	62	87	0.2	-	0.1
Total real estate investment trusts	62	87	0.2
Unit trusts
Royal London Cash Plus Fund (Class Y Accumulation)	1,010	1,000	2.5	100.0	-
Royal London Short Duration Credit Fund (Class M Income)	992	1,000	2.4	100.0	-
Total unit trusts	2,002	2,000	4.9
Total investments	30,042	30,735	73.8

¹ Other clients of Maven Capital Partners UK LLP.

² Horizon Cremation has changed its name to Horizon Ceremonies.

³ Originally purchased as an AIM quoted stock, which subsequently delisted during a previous period.

Income Statement

For the Six Months Ended 31 August 2020

	Six months ended 31 August 2020 (unaudited)			Six months ended 31 August 2019 (unaudited)			Year ended 29 February 2020 (audited)
	Revenue	Capital	Total	Revenue	Capital	Total	Revenue	Capital	Total
	£'000	£'000	£'000	£'000	£'000	£'000	£'000	£'000	£'000
(Losses) / gains on investments	-	(43)	(43)	-	531	531	-	579	579
Income from investments	517	-	517	571	-	571	966	-	966
Other income	16	-	16	59	-	59	115	-	115
Investment management fees	(81)	(322)	(403)	(67)	(267)	(334)	(150)	(601)	(751)
Other expenses	(142)	-	(142)	(174)	-	(174)	(361)	-	(361)
Net return on ordinary activities before taxation	310	(365)	(55)	389	264	653	570	(22)	548
Tax on ordinary activities	(28)	28	-	(27)	27	-	(106)	106	-
Return attributable to Equity Shareholders	282	(337)	(55)	362	291	653	464	84	548
Earnings per share (pence)	0.31	(0.36)	(0.05)	0.40	0.32	0.72	0.50	0.09	0.59

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 31 August 2020

Six months ended 31 August 2020 (unaudited)

	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 29 February 2020	9,299	101	(18,489)	(327)	51,381	25	1,110	43,100
Net return	-	-	(646)	309	-	-	282	(55)
Dividends paid	-	-	(1,380)	-	-	-	(460)	(1,840)
Repurchase and cancellation of shares	(121)	-	-	-	(497)	121	-	(497)
At 31 August 2020	9,178	101	(20,515)	(18)	50,884	146	932	40,708

Six months ended 31 August 2019   (unaudited)

	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 2019	5,286	10,253	(16,907)	(135)	25,746	361	646	25,250
Net return	-	-	(915)	1,206	-	-	362	653
Repurchase and cancellation of shares	(89)	-	-	-	(405)	89	-	(405)
Net proceeds of share issue	4,116	15,536	-	-	-	-	-	19,652
At 31 August 2019	9,313	25,789	(17,822)	1,071	25,341	450	1,008	45,150

Year ended 29 February 2020   (audited)

	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 2019	5,286	10,253	(16,907)	(135)	25,746	361	646	25,250
Net return	-	-	276	(192)	-	-	464	548
Cancellation of share premium account	-	(25,787)	-	-	25,787	-	-	-
Cancellation of capital redemption reserve	-	-	-	-	475	(475)	-	-
Share premium cancellation costs	-	(12)	-	-	-	-	-	(12)
Dividends paid	-	-	(1,858)	-	-	-	-	(1,858)
Repurchase and cancellation of shares	(139)	-	-	-	(627)	139	-	(627)
Net proceeds of share issue	4,116	15,536	-	-	-	-	-	19,652
Net proceeds of DIS issue	36	111	-	-	-	-	-	147
At 29 February 2020	9,299	101	(18,489)	(327)	51,381	25	1,110	43,100

The accompanying Notes are an integral part of the Financial Statements.

Balance Sheet

As at 31 August 2020

	31 August 2020	31 August 2019	29 February 2020
	(unaudited)	(unaudited)	(audited)
	'000	'000	'000
Fixed assets
Investments at fair value through profit or loss	30,042	24,500	26,182
Current assets
Debtors	420	389	416
Cash	10,268	20,291	16,540
	10,688	20,680	16,956
Creditors
Amounts falling due within one year	(22)	(30)	(38)
Net current assets	10,666	20,650	16,918
Net assets	40,708	45,150	43,100
Capital and reserves
Called up share capital	9,178	9,313	9,299
Share premium account	101	25,789	101
Capital reserve - realised	(20,515)	(17,822)	(18,489)
Capital reserve - unrealised	(18)	1,071	(327)
Special distributable reserve	50,884	25,341	51,381
Capital redemption reserve	146	450	25
Revenue reserve	932	1,008	1,110
Net assets attributable to Equity Shareholders	40,708	45,150	43,100
Net Asset Value per Ordinary Share (pence)	44.35	48.48	46.35

The Financial Statements of Maven Income and Growth VCT PLC, registered number 3908220, were approved and authorised for issue by the Board of Directors on 19 October 2020 and were signed on its behalf by:

J Pocock

Director

The accompanying Notes are an integral part of the Financial Statements.

Cash Flow Statement

For the Six Months Ended 31 August 2020

	Six months ended 31 August 2020 (unaudited) £'000	Six months ended 31 August 2019 (unaudited) £'000	Year ended 298 February 2020 (audited) £'000
Net cash flows from operating activities	(60)	164	39
Cash flows from investing activities
Purchase of investments	(4,900)	(3,894)	(8,450)
Sale of investments	1,025	2,425	5,300
Net cash flows from investing activities	(3,875)	(1,469)	(3,150)
Cash flows from financing activities
Equity dividends paid	(1,840)	-	(1,858)
Issue of Ordinary Shares	-	19,652	19,799
Share premium cancellation costs	-	-	(12)
Repurchase of Ordinary Shares	(497)	(405)	(627)
Net cash flows from financing activities	(2,337)	19,247	17,302
Net (decrease) / increase in cash	(6,272)	17,942	14,191
Cash at beginning of period	16,540	2,349	2,349
Cash at end of period	10,268	20,291	16,540

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 31 August 2020 and the six months ended 31 August 2019 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 29 February 2020, 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. This reserve is non distributable.  

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. This reserve is distributable.    

Special distributable reserve   

The total cost to the Company of the repurchase and cancellation of shares is represented in the special distributable reserve. This reserve is distributable.

Capital redemption reserve  

The nominal value of shares repurchased and cancelled is represented in the capital redemption reserve. This reserve is non distributable.  

Revenue reserve  

The revenue reserve represents accumulated profits retained by the Company that have not been distributed to Shareholders as a dividend. This reserve is distributable.  

Return per Ordinary Share	Six months ended 31 August 2020
The returns per share have been based on the following figures:
Weighted average number of Ordinary Shares	92,348,499
Revenue return	£282,000
Capital return	(£337,000)
Total return	(£55,000)

Directors' Responsibility Statement

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

• the Financial Statements for the six months ended 31 August 2020 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 28 February 2021; 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

The NAV per Ordinary Share at 31 August 2020 has been calculated using the number of Ordinary Shares in issue of 91,780,428 .

A full copy of the Interim Report and Financial Statements will be issued to Shareholders. Copies of this announcement will be available to the public at the office of Maven Capital Partners UK LLP, Kintyre House, 205 West George Street, Glasgow G2 2LW and at the registered office of the Company, 5th Floor, 1-2 Royal Exchange Buildings, London EC3V 3LF.

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

19 October 2020

 

END

 

 

IR BUBDGGSBDGGC