For immediate release 10 July 2019
Seneca Growth Capital VCT Plc
Unaudited Half-Yearly Report
For the Six Months Ended 30 June 2019
Financial Headlines
Ordinary Shares
33.6p | Net Asset Value per share at 30 June 2019 |
52.25p | Cumulative dividends paid to date |
85.85p | Total return per share since launch |
B Shares
99.5p | Net Asset Value per share at 30 June 2019 |
1.5p | Cumulative dividends paid to date |
101p | Total return per share since launch |
Financial Summary
Six months to 30 June 2019 Ordinary Share Pool | Six months to 30 June 2019 B Share Pool | Six months to 30 June 2018 (Ordinary Share Pool only) | Year to 31 December 2018 (Ordinary Share Pool) | Year to 31 December 2018 (B Share Pool) | |
Net assets (£’000s) | 2,728 | 5,359 | 5,053 | 5,282 | 3,999 |
Return on ordinary activities after tax (£’000s) | (281) | 102 | (127) | 102 | (36) |
Earnings per share | (3.5p) | 2.1p | (1.5p) | 1.3p | (0.9p) |
Net asset value per share | 33.6p | 99.5p | 62.3p | 65.1p | 99.1p |
Dividends paid to date | 52.25p | 1.5p | 24.25p | 24.25p | - |
Total return per share | 85.85p | 101.0p | 86.55p | 89.35p | 99.1p |
Dividends declared for the period | 18.0p | 1.5p | - | 10.0p | - |
For further information, please contact:
John Hustler, Seneca Growth Capital VCT Plc at john.hustler@btconnect.com
Richard Manley, Seneca Growth Capital VCT Plc at Richard.Manley@senecapartners.co.uk
Chairman’s Statement
I present the unaudited results for the six months ended 30 June 2019.
The Company’s net asset values (‘NAV’) per Ordinary Share and per B Share at 30 June 2019 were:
Dividends paid during the period were as follows:
The Company’s maiden B share offer closed in the period and it was very pleasing to see that a total of £5.5m was raised. It was also positive to see that the Company’s Investment Manager, Seneca Partners Limited (“Seneca”), added a further 4 new investments to the B Share pool during the period as noted below:
Company Name | Date of Investment | Amount Invested |
Fabacus Holdings Limited | 15 February 2019 | £500,000 |
SkinBioTherapeutics Plc | 21 February 2019 | £750,000 |
Old St Labs Limited | 28 March 2019 | £500,000 |
Qudini Limited | 4 April 2019 | £500,000 |
The above investments take the total number of investments in the B Share portfolio to 5 and further information in relation to each investee company was included in the 2018 Annual Report and can also be found on the Company’s website www.senecavct.co.uk
Results - Ordinary Shares
The total reduction in NAV per Ordinary Share for the six month period to 30 June 2019 amounted to 31.5p (June 2018: reduction 1.5p). This reduction is the result of the combination of dividend payments made in the period totalling 28p per Ordinary Share and a negative capital return of 3.5p per Ordinary Share (30 June 2018: negative 0.8p), net of the corresponding reduction in the accrued performance fee relating to the Ordinary Share pool: the amount of the performance fee accrued at 30 June 2019 is £118,996.
The negative capital return of 3.5p per Ordinary Share noted above is principally a result of the reduction in the value of the Ordinary Share pool’s AIM portfolio which has seen reductions in the bid prices of the shares of Omega Diagnostics Group PLC (‘Omega’) and Scancell Holdings Plc (‘Scancell’), with bid prices of 9.7p and 6.5p respectively. The value of the Ordinary Share pool’s unquoted portfolio remains in line with the valuations as at 31 December 2018.
Portfolio review – Ordinary Shares
Following the sale of the Ordinary Share pool’s investment in Hallmarq Veterinary Imaging Limited in December 2018, realising £2.9m, we were very happy to be able to pay dividends totalling 28p per Ordinary Share during the 6 month period to 30 June 2019. The Total Return in relation to the Ordinary Shares is now 85.85p comprising cumulative distributions of 52.25p per Ordinary Share and a residual NAV per Ordinary Share of 33.6p as at 30 June 2019.
The Company’s holding in Scancell (13,049,730 shares) continues to represent approximately one third of the Ordinary Share pool portfolio value at 30 June 2019 and the shares have been valued at their bid price of 6.5p as at 30 June 2019 (12.5p per share as at 30 June 2018, and 9.0p as at 31 December 2018). Whilst this represents a reduction of 27.8% compared to the bid price as at 31 December 2018 (2018 nil movement), we are encouraged by the company’s progress during the six month period to 30 June 2019 noting in particular:
We have reviewed the valuation of the Ordinary Share pool’s unquoted portfolio and do not believe that any revaluations are necessary as at 30 June 2019, and we continue to monitor the portfolio for opportunities to realise the Ordinary Share pool’s investments at appropriate values.
Results – B Shares
The increase in NAV for the six month period to 30 June 2019 amounted to 0.4p per B Share (June 2018 – N/A as the first B shares were not issued until 23 August 2018). This increase is the result of the combination of the dividend payment of 1.5p per B Share made in the period, a negative revenue return of 0.7p per B Share (June 2018 – N/A) and a positive capital return per B Share of 2.8p (June 2018 – N/A). The remaining movement is a function of the increasing number of B Shares in issue throughout the period, with the return per share being calculated using a weighted average number of shares.
The positive capital return of 2.8p per B Share noted above is a result of the increase in the bid price of the B Share pool’s AIM quoted investment in SkinBioTherapeutics Plc, which increased to 19.5p as at 30 June 2019 compared to a cost price of 16p per share. As a result of this increase in value, the Investment Manager took the opportunity to realise a small proportion (3.7%) of the B Share pool holding, selling 175,000 shares and realising a gain of £14,289 on the disposal. The value of the B Share pool’s unquoted portfolio remains in line with the values as at 31 December 2018.
Portfolio review – B Shares
We are pleased with the development of the B Share portfolio and in particular that the Investment Manager has already made 5 investments, including one AIM quoted investment. The Investment Manager is currently exploring a number of further potential investment opportunities for the B Share pool and we therefore look forward to the continued development of the B Share portfolio.
Whilst the five investments made by the B Share pool were all made relatively recently, we were also pleased to note the increase in the share price of AIM quoted SkinBioTherapeutics Plc during the period.
We have also reviewed the valuation of the B Share pool’s unquoted portfolio comprising four companies as at 30 June 2019 and do not believe that any revaluations are necessary as at that date.
Fundraising
Having launched the Company’s B Share class in 2018 the Board were very pleased with the £5.5m raised under that maiden B Share offer. We will shortly launch our next offer for B shares to raise a further £10 million (with an overallotment facility of an additional £10 million) to enable Seneca to continue to increase the number and diversity of investments in the B Share pool.
Presentation of half-year report
As previously noted, in order to simplify this report and to reduce costs, we have omitted details of the Company’s objectives and investment strategy, its Advisers and Registrars and how to buy and sell shares in the Company. These details are all included in the latest Annual Report and can be accessed on the Company’s website at www.senecavct.co.uk
Outlook
After a year of significant developments and change in the Ordinary Share portfolio, including the successful exit of the Company’s largest investment in December 2018, 2019 is expected to represent a period of consolidation for the Ordinary Share Pool. We note that 2018/19 was again a very strong year for VCT fundraising in the UK with more than £700m flowing into VCTs in the period. Against this backdrop, the Board remain optimistic about the success of the imminent B Share offer and the continued development of the B Share portfolio.
John Hustler
Chairman
10 July 2019
Investment Portfolio – Ordinary Shares
Unquoted Investments | Equity Held (%) | Investment at cost (£'000) | Unrealised profit/(loss) (£'000) | Carrying value at 30 June 2019 (£'000) | Movement in the six months to 30 June 2019 (£'000) |
OR Productivity Limited | 10.3 | 765 | (101) | 664 | - |
Fuel 3D Technologies Limited | <1.0 | 299 | (23) | 276 | - |
Arecor Limited | 1.3 | 141 | 63 | 205 | - |
Insense Limited | 4.6 | 509 | (389) | 120 | - |
Microarray Limited | 1.8 | 132 | (65) | 67 | - |
ImmunoBiology Limited | 2.0 | 868 | (868) | - | - |
Exosect Limited | 1.4 | 270 | (270) | - | - |
Total Unquoted Investments | 2,985 | (1,653) | 1,332 | - | |
Quoted Investments | Shares Held | Investment at cost (£'000) | Unrealised profit/(loss) (£'000) | Carrying value at 30 June 2019 (£'000) | Movement in the six months to 30 June 2019 (£'000) |
Scancell plc | 13,049,730 | 789 | 59 | 848 | (326) |
Omega Diagnostics plc | 2,293,868 | 328 | (105) | 223 | (64) |
Total Quoted Investments | 1,117 | (46) | 1,071 | (390) | |
Total Investments | 4,102 | (1,699) | 2,403 | (390) | |
Investment Portfolio – B Shares
Unquoted Investments | Equity Held (%) | Investment at cost (£'000) | Unrealised profit/(loss) (£'000) | Carrying value at 30 June 2019 (£'000) | Movement in the six months to 30 June 2019 (£'000) |
Silkfred Limited | <1.0 | 500 | - | 500 | - |
Fabacus Limited | 2.2 | 500 | - | 500 | - |
Old St Labs Limited | 3.4 | 500 | - | 500 | - |
Qudini Limited | 2.2 | 500 | - | 500 | - |
Total Unquoted Investments | 2,000 | - | 2,000 | - | |
Quoted Investments | Shares Held | Investment at cost (£'000) | Unrealised profit/(loss) (£'000) | Carrying value at 30 June 2019 (£'000) | Movement in the six months to 30 June 2019 (£'000) |
SkinBioTherapeutics plc | 4,502,107 | 720 | 158 | 878 | 158 |
Total Quoted Investments | 720 | 158 | 878 | 158 | |
Total Investments | 2,720 | 158 | 2,878 | 158 |
Responsibility Statement of the Directors in respect of the half-yearly report
We confirm that to the best of our knowledge:
On behalf of the Board:
John Hustler
Chairman
10 July 2019
Income Statement - Combined
Combined Six months to 30 June 2019 | Combined Six months to 30 June 2018 | Combined Year to 31 December 2018 | |||||||
Revenue | Capital | Total | Revenue | Capital | Total | Revenue | Capital | Total | |
£'000 | £’000 | £’000 | £’000 | £’000 | £’000 | £’000 | £’000 | £’000 | |
Gain on disposal of fixed asset investments | - | 52 | 52 | - | 6 | 6 | - | 903 | 903 |
Loss on valuation of fixed asset investments | - | (232) | (232) | - | (108) | (108) | - | (716) | (716) |
Performance fee | - | 71 | 71 | - | 32 | 32 | - | (26) | (26) |
Investment management fee net of cost cap | 20 | (35) | (15) | - | - | - | 36 | (18) | 18 |
Other expenses | (55) | - | (55) | (57) | - | (57) | (113) | - | (113) |
Return on ordinary activities before tax | (35) | (144) | (179) | (57) | (70) | (127) | (77) | 143 | 66 |
Taxation on return on ordinary activities | - | - | - | - | - | - | - | - | - |
Return on ordinary activities after tax | (35) | (109) | (179) | (57) | (70) | (127) | (77) | 143 | 66 |
Income Statement – Ordinary Shares
Ordinary Shares Six months to 30 June 2019 | Ordinary Shares Six months to 30 June 2018 | Ordinary Shares Year to 31 December 2018 | |||||||
Revenue | Capital | Total | Revenue | Capital | Total | Revenue | Capital | Total | |
£'000 | £’000 | £’000 | £’000 | £’000 | £’000 | £’000 | £’000 | £’000 | |
Gain on disposal of fixed asset investments | - | 38 | 38 | - | 6 | 6 | - | 903 | 903 |
Loss on valuation of fixed asset investments | - | (390) | (390) | - | (108) | (108) | - | (716) | (716) |
Performance fee | - | 71 | 71 | - | 32 | 32 | - | (26) | (26) |
Investment management fee net of cost cap | - | - | - | - | - | - | - | - | - |
Other expenses | - | - | - | (57) | - | (57) | (59) | - | (59) |
Return on ordinary activities before tax | - | (281) | (281) | (57) | (70) | (127) | (59) | 161 | 102 |
Taxation on return on ordinary activities | - | - | - | - | - | - | - | - | - |
Return on ordinary activities after tax | - | (281) | (281) | (57) | (70) | (127) | (59) | 161 | 102 |
Earnings per share – basic and diluted | - | (3.5p) | (3.5p) | (0.7p) | (0.8p) | (1.5p) | (0.7p) | 2.0p | 1.3p |
Income Statement – B Shares
B Shares Six months to 30 June 2019 | B Shares Six months to 30 June 2018 | B Shares Year to 31 December 2018 | |||||||
Revenue | Capital | Total | Revenue | Capital | Total | Revenue | Capital | Total | |
£'000 | £’000 | £’000 | £’000 | £’000 | £’000 | £’000 | £’000 | £’000 | |
Gain on disposal of fixed asset investments | - | 14 | 14 | - | - | - | - | - | - |
Gain on valuation of fixed asset investments | - | 158 | 158 | - | - | - | - | - | - |
Performance fee | - | - | - | - | - | - | - | - | - |
Investment management fee net of cost cap | 20 | (35) | (15) | - | - | - | 36 | (18) | 18 |
Other expenses | (55) | - | (55) | - | - | - | (54) | - | (54) |
Return on ordinary activities before tax | (35) | `137 | 102 | (18) | (18) | (36) | |||
Taxation on return on ordinary activities | - | - | - | - | - | - | - | - | - |
Return on ordinary activities after tax | (35) | 137 | 102 | - | - | - | (18) | (18) | (36) |
Earnings per share – basic and diluted | (0.7p) | 2.8p | 2.1p | - | - | - | (0.45p) | (0.45p) | (0.9p) |
Balance Sheet - Combined
Combined As at 30 June 2019 | Combined As at 30 June 2018 | Combined As at 31 December 2018 | ||||
£’000 | £’000 | £’000 | £’000 | £'000 | £'000 | |
Fixed asset investments* | 5,281 | 5,431 | 3,293 | |||
Current assets: | ||||||
Cash received for B shares not yet allotted | - | 1,648 | 219 | |||
Cash at Bank | 2,934 | 7 | 6,227 | |||
Debtors | 119 | 10 | 23 | |||
3,053 | 1,665 | 6,469 | ||||
Creditors: | ||||||
Amounts falling due within one year | (128) | (63) | (72) | |||
Cash received for B shares not yet allotted | - | (1,648) | (219) | |||
Bank Loan | - | (200) | - | |||
(128) | (1,911) | (291) | ||||
Net current assets | 2,925 | (246) | 6,178 | |||
Performance fee payable | (119) | (132) | (190) | |||
Net assets | 8,087 | 5,053 | 9,281 | |||
Called up equity share capital | 135 | 4,058 | 121 | |||
Share premium | 1,889 | - | 568 | |||
Special distributable reserve | 8,489 | 3,397 | 10,839 | |||
Capital redemption reserve | - | 38 | - | |||
Capital reserve – gains/(losses) on disposal | 1,117 | (381) | 1,029 | |||
– holding gains/(losses) | (1,541) | (113) | (1,309) | |||
Revenue reserve | (2,002) | (1,946) | (1,967) | |||
Total equity shareholders' funds | 8,087 | 5,053 | 9,281 | |||
*At fair value through profit and loss |
Balance Sheet – Ordinary Shares
Ordinary Shares As at 30 June 2019 | Ordinary Shares As at 30 June 2018 | Ordinary Shares As at 31 December 2018 | ||||
£’000 | £’000 | £’000 | £’000 | £'000 | £'000 | |
Fixed asset investments* | 2,403 | 5,431 | 2,793 | |||
Current assets: | ||||||
Cash received for B Shares not yet allotted | - | 1,648 | - | |||
Cash at Bank | 476 | 7 | 2,738 | |||
Debtors | - | 10 | - | |||
476 | 1,665 | 2,738 | ||||
Creditors: | ||||||
Amounts falling due within one year | (32) | (63) | (59) | |||
Cash received for B shares not yet allotted | - | (1,648) | - | |||
Bank Loan | - | (200) | - | |||
(32) | (1,911) | (59) | ||||
Net current assets | 444 | (246) | 2,679 | |||
Performance fee payable | (119) | (132) | (190) | |||
Net assets | 2,728 | 5,053 | 5,282 | |||
Called up equity share capital | 81 | 4,058 | 81 | |||
Share premium | - | - | - | |||
Special distributable reserve | 5,139 | 3,397 | 7,412 | |||
Capital redemption reserve | - | 38 | - | |||
Capital reserve – gains/(losses) on disposal | 1,156 | (381) | 1,047 | |||
– holding gains/(losses) | (1,699) | (113) | (1,309) | |||
Revenue reserve | (1,949) | (1,946) | (1,949) | |||
Total equity shareholders' funds | 2,728 | 5,053 | 5,282 | |||
Net asset value per share | 33.6p | 62.3p | 65.1p | |||
*At fair value through profit and loss |
Balance Sheet – B Shares
B Shares As at 30 June 2019 | B Shares As at 30 June 2018 | B Shares As at 31 December 2018 | ||||
£’000 | £’000 | £’000 | £’000 | £'000 | £'000 | |
Fixed asset investments* | 2,878 | - | 500 | |||
Current assets: | ||||||
Cash received for B Shares not yet allotted | - | - | 219 | |||
Cash at Bank | 2,458 | - | 3,489 | |||
Debtors | 119 | - | 23 | |||
2,577 | - | 3,731 | ||||
Creditors: | ||||||
Amounts falling due within one year | (96) | - | (13) | |||
Cash received for B Shares not yet allotted | - | - | (219) | |||
(96) | - | (232) | ||||
Net current assets | 2,481 | - | 3,499 | |||
Performance fee payable | - | - | - | |||
Net assets | 5,359 | - | 3,999 | |||
Called up equity share capital | 54 | - | 40 | |||
Share premium | 1,889 | - | 568 | |||
Special distributable reserve | 3,350 | - | 3,427 | |||
Capital redemption reserve | - | - | - | |||
Capital reserve – gains/(losses) on disposal | (39) | - | (18) | |||
– holding gains/(losses) | 158 | - | - | |||
Revenue reserve | (53) | - | (18) | |||
Total equity shareholders' funds | 5,359 | - | 3,999 | |||
Net asset value per share | 99.5p | - | 99.1p | |||
*At fair value through profit and loss |
Statement of Changes in Equity - Combined
Share Capital | Share premium £’000 | Special distributable reserve | Capital redemption reserve | Capital reserve gains/ (losses) | Capital reserve holding gains/ (losses) | Revenue reserve | Total | |
£’000 | £’000 | £’000 | £’000 | £’000 | £’000 | £’000 | ||
As at 1 January 2018 | 4,058 | - | 3,397 | 38 | (432) | 9 | (1,890) | 5,180 |
Revenue return on ordinary activities after tax | - | - | - | - | - | - | (57) | (57) |
Performance fee allocated as capital expenditure | - | - | - | - | 32 | - | - | 32 |
Current period gains on disposal | - | - | - | - | 6 | - | - | 6 |
Current period losses on fair value of investments | - | - | - | - | - | (108) | - | (108) |
Prior years’ unrealised gains now realised | - | - | - | - | 13 | (13) | - | - |
Balance as at 30 June 2018 | 4,058 | - | 3,397 | 38 | (381) | (112) | (1,947) | 5,053 |
As at 1 January 2018 | 4,058 | - | 3,397 | 38 | (432) | 9 | (1,890) | 5,180 |
B Share issue | 40 | 3,995 | - | - | - | - | - | 4,035 |
Capital restructuring | (3,977) | - | - | 3,977 | - | - | - | - |
Capital reduction | - | (3,427) | 7,442 | (4,015) | - | - | - | - |
Revenue return on ordinary activities after tax | - | - | - | - | - | - | (77) | (77) |
Expenses charged to capital | - | - | - | - | (18) | - | - | (18) |
Performance fee allocated as capital expenditure | - | - | - | - | (26) | - | - | (26) |
Current period gains on disposal | - | - | - | - | 903 | - | - | 903 |
Current period losses on fair value of investments | - | - | - | - | - | (716) | - | (716) |
Prior years’ unrealised losses now realised | - | - | - | - | 602 | (602) | - | - |
Balance as at 31 December 2018 | 121 | 568 | 10,839 | - | 1,029 | (1,309) | (1,967) | 9,281 |
B Share issue | 14 | 1,321 | - | - | - | - | - | 1,335 |
Revenue return on ordinary activities after tax | - | - | - | - | - | - | (35) | (35) |
Expenses charged to capital | - | - | - | - | (35) | - | - | (35) |
Performance fee allocated as capital expenditure | - | - | - | - | 71 | - | - | 71 |
Dividends paid | - | - | (2,350) | - | - | - | - | (2,350) |
Current period gains on disposal | - | - | - | - | 52 | - | - | 52 |
Current period losses on fair value of investments | - | - | - | - | - | (232) | - | (232) |
Prior years’ unrealised gains now realised | - | - | - | - | - | - | - | - |
Balance as at 30 June 2019 | 135 | 1,889 | 8,489 | - | 1,117 | (1,541) | (2,002) | 8,087 |
Statement of Changes in Equity – Ordinary Shares
Share Capital | Share premium £’000 | Special distributable reserve | Capital redemption reserve | Capital reserve gains/ (losses) | Capital reserve holding gains/ (losses) | Revenue reserve | Total | |
£’000 | £’000 | £’000 | £’000 | £’000 | £’000 | £’000 | ||
As at 1 January 2018 | 4,058 | - | 3,397 | 38 | (432) | 9 | (1,890) | 5,180 |
Revenue return on ordinary activities after tax | - | - | - | - | - | - | (57) | (57) |
Performance fee allocated as capital expenditure | - | - | - | - | 32 | - | - | 32 |
Current period gains on disposal | - | - | - | - | 6 | - | - | 6 |
Current period losses on fair value of investments | - | - | - | - | - | (108) | - | (108) |
Prior years’ unrealised gains now realised | - | - | - | - | 13 | (13) | - | - |
Balance as at 30 June 2018 | 4,058 | - | 3,397 | 38 | (381) | (112) | (1,947) | 5,053 |
As at 1 January 2018 | 4,058 | - | 3,397 | 38 | (432) | 9 | (1,890) | 5,180 |
Capital restructuring | (3,977) | - | - | 3,977 | - | - | - | - |
Capital reduction | - | - | 4,015 | (4,015) | - | - | - | - |
Revenue return on ordinary activities after tax | - | - | - | - | - | - | (59) | (59) |
Expenses charged to capital | - | - | - | - | - | - | - | - |
Performance fee allocated as capital expenditure | - | - | - | - | (26) | - | - | (26) |
Current period gains on disposal | - | - | - | - | 903 | - | - | 903 |
Current period losses on fair value of investments | - | - | - | - | - | (716) | - | (716) |
Prior years’ unrealised losses now realised | - | - | - | - | 602 | (602) | - | - |
Balance as at 31 December 2018 | 81 | - | 7,412 | - | 1,047 | (1,309) | (1,949) | 5,282 |
Revenue return on ordinary activities after tax | - | - | - | - | - | - | - | - |
Performance fee allocated as capital expenditure | - | - | - | - | 71 | - | - | 71 |
Dividends paid | - | - | (2,273) | - | - | - | - | (2,273) |
Current period gains on disposal | - | - | - | - | 38 | - | - | 38 |
Current period losses on fair value of investments | - | - | - | - | - | (390) | - | (390) |
Prior years’ unrealised gains now realised | - | - | - | - | - | - | - | - |
Balance as at 30 June 2019 | 81 | - | 5,139 | - | 1,156 | (1,699) | (1,949) | 2,728 |
Statement of Changes in Equity – B Shares
Share Capital | Share premium £’000 | Special distributable reserve | Capital redemption reserve | Capital reserve gains/ (losses) | Capital reserve holding gains/ (losses) | Revenue reserve | Total | |
£’000 | £’000 | £’000 | £’000 | £’000 | £’000 | £’000 | ||
As at 1 January 2018 | - | - | - | - | - | - | - | - |
Balance as at 30 June 2018 | - | - | - | - | - | - | - | - |
As at 1 January 2018 | - | - | - | - | - | - | - | - |
B Share issue | 40 | 3,995 | - | - | - | - | - | 4,035 |
Capital reduction | (3,427) | 3,427 | - | - | - | - | - | |
Revenue return on ordinary activities after tax | - | - | - | - | - | - | (18) | (18) |
Expenses charged to capital | - | - | - | - | (18) | - | - | (18) |
Balance as at 31 December 2018 | 40 | 568 | 3,427 | - | (18) | - | (18) | 3,999 |
B Share issue | 14 | 1,321 | - | - | - | - | - | 1,335 |
Revenue return on ordinary activities after tax | - | - | - | - | - | - | (35) | (35) |
Expenses charged to capital | - | - | - | - | (35) | - | - | (35) |
Dividends paid | - | - | (77) | - | - | - | - | (77) |
Current period gains on disposal | - | - | - | - | 14 | - | - | 14 |
Current period gains on fair value of investments | - | - | - | - | - | 158 | - | 158 |
Prior years’ unrealised gains now realised | - | - | - | - | - | - | - | - |
Balance as at 30 June 2019 | 54 | 1,889 | 3,350 | - | (39) | 158 | (53) | 5,359 |
Statement of Cash Flows – Combined
Combined Six months to 30 June 2019 | Combined Six months to 30 June 2018 | Combined Year to 31 December 2018 | |
£'000 | £’000 | £'000 | |
Cash flows from operating activities | |||
Return on ordinary activities before tax | (179) | (127) | 66 |
Adjustments for: | |||
Increase in debtors | (96) | (3) | (16) |
(Decrease)/increase in creditors | (234) | (36) | 31 |
Gain on disposal of fixed asset investments | (14) | (6) | (903) |
Loss on valuation of fixed asset investments | 232 | 108 | 716 |
Cash from operations | (291) | (64) | (106) |
Income taxes paid | - | - | - |
Net cash used in operating activities | (291) | (64) | (106) |
Cash flows from investing activities | |||
Purchase of fixed asset investments | (2,248) | - | (500) |
Sale of fixed asset investments | 42 | 31 | 2,958 |
Total cash flows from investing activities | (2,206) | 31 | 2,458 |
Cash flows from financing activities | |||
Dividends paid | (2,350) | - | - |
Issue of B shares | 1,335 | - | 4,035 |
Cash raised for B shares not yet allotted | - | 1,648 | 219 |
Bank loan | - | 200 | - |
Total cash flows from financing activities | (1,015) | 1,848 | 4,254 |
Increase in cash and cash equivalents | (3,512) | 1,815 | 6.606 |
Opening cash and cash equivalents | 6,446 | (160) | (160) |
Closing cash and cash equivalents | 2,934 | 1,655 | 6,446 |
Statement of Cash Flows – Ordinary Shares
Ordinary Shares Six months to 30 June 2019 | Ordinary Shares Six months to 30 June 2018 | Ordinary Shares Year to 31 December 2018 | |
£'000 | £’000 | £'000 | |
Cash flows from operating activities | |||
Return on ordinary activities before tax | (281) | (127) | 102 |
Adjustments for: | |||
(Increase)/decrease in debtors | - | (3) | 7 |
(Decrease)/Increase in creditors | (98) | (36) | 18 |
Gain on disposal of fixed asset investments | - | (6) | (903) |
Loss on valuation of fixed asset investments | 390 | 108 | 716 |
Cash from operations | 11 | (64) | (60) |
Income taxes paid | - | - | - |
Net cash used in operating activities | 11 | (64) | (60) |
Cash flows from investing activities | |||
Purchase of fixed asset investments | - | - | - |
Sale of fixed asset investments | - | 31 | 2,958 |
Total cash flows from investing activities | - | 31 | 2,958 |
Cash flows from financing activities | |||
Dividend paid | (2,273) | - | - |
Cash raised for B shares not yet allotted | - | 1,648 | - |
Bank loan | - | 200 | - |
Total cash flows from financing activities | (2,273) | 1,848 | - |
Increase in cash and cash equivalents | (2,262) | 1,815 | 2,898 |
Opening cash and cash equivalents | 2,738 | (160) | (160) |
Closing cash and cash equivalents | 476 | 1,655 | 2,738 |
Statement of Cash Flows – B Shares
B Shares Six months to 30 June 2019 | B Shares Six months to 30 June 2018 | B Shares Year to 31 December 2018 | |
£'000 | £’000 | £'000 | |
Cash flows from operating activities | |||
Return on ordinary activities before tax | 102 | - | (36) |
Adjustments for: | |||
Increase in debtors | (96) | - | (23) |
(Decrease)/increase in creditors | (136) | - | 13 |
Gain on disposal of fixed asset investments | (14) | - | - |
Gain on valuation of fixed asset investments | (158) | - | - |
Cash from operations | (302) | - | (46) |
Income taxes paid | - | - | |
Net cash used in operating activities | (302) | - | (46) |
Cash flows from investing activities | |||
Purchase of fixed asset investments | (2,248) | - | (500) |
Sale of fixed asset investments | 42 | - | - |
Total cash flows from investing activities | (2,206) | - | (500) |
Cash flows from financing activities | |||
Issue of B shares | 1,335 | - | 4,035 |
Cash raised for B shares not yet allotted | - | - | 219 |
Dividends paid | (77) | - | - |
Bank loan | - | - | - |
Total cash flows from financing activities | 1,258 | - | 4,254 |
Increase in cash and cash equivalents | (1,250) | - | 3,708 |
Opening cash and cash equivalents | 3,708 | - | - |
Closing cash and cash equivalents | 2,458 | - | 3,708 |
Notes to the Half-Yearly Report
1. Basis of preparation
The unaudited half-yearly results which cover the six months to 30 June 2019 have been prepared in accordance with the Financial Reporting Council’s (FRC) Financial Reporting Standard 104 Interim Financial Reporting (‘FRS 104’) and the Statement of Recommended Practice (SORP) for Investment Companies re-issued by the Association of Investment Companies in November 2014. Details of the accounting policies and valuation methodologies are included within the Annual Report on Pages 59-71.
2. Publication of non-statutory accounts
The unaudited half-yearly results for the six months ended 30 June 2019 do not constitute statutory accounts within the meaning of Section 415 of the Companies Act 2006. The comparative figures for the year ended 31 December 2018 have been extracted from the audited financial statements for that year, which have been delivered to the Registrar of Companies. The independent auditor’s report on those financial statements, in accordance with chapter 3, part 16 of the Companies Act 2006, was unqualified. This half-yearly report has not been reviewed by the Company’s auditor.
3. Earnings per share
The earnings per Ordinary Share at 30 June 2019 are calculated on the basis of 8,115,376 shares (31 December 2018: 8,115,376 and 30 June 2018: 8,115,376) being the weighted average number of shares in issue during the period.
The earnings per B Share at 30 June 2019 are calculated on the basis of 4,783,679 (31 December 2018: 3,412,545 and 30 June 2018: nil) being the weighted average number of shares in issue during the period.
There are no potentially dilutive capital instruments in issue and, therefore, no diluted returns per share figures are relevant.
4. Net asset value per share
The net asset value per Ordinary Share is based on net assets as at 30 June 2019 divided by 8,115,376 (31 December 2018: 8,115,376 and 30 June 2018: 8,115,376) shares in issue at that date.
The net asset value per B Share is based on net assets as at 30 June 2019 divided by 5,387,664 (31 December 2018: 4,036,370 and 30 June 2018: nil) shares in issue at that date.
5. Principal risks and uncertainties
The Company’s assets consist of equity and fixed interest investments, cash and liquid resources. Its principal risks are therefore market risk, credit risk and liquidity risk. Other risks faced by the Company include economic, loss of approval as a Venture Capital Trust, investment and strategic, regulatory, reputational, operational and financial risks. These risks, and the way in which they are managed, are described in more detail in the Company’s Annual Report and Accounts for the year ended 31 December 2018. The Company’s principal risks and uncertainties have not changed materially since the date of that report.
6. Related party transactions
Certain Directors are entitled to participate in a performance bonus as detailed in note 6 of the Annual Report. Those Directors are entitled to receive a performance incentive fee, of up to 20% of sums returned to shareholders by way of dividends and capital distributions of whatever nature, which in aggregate exceeds the sum of 80p per share (including dividends paid to date, i.e. 52.25p per Ordinary Share, but excluding any sums returned to shareholders from HMRC in the year of subscription). Full details are included in the Directors’ Remuneration Report and in Note 5 of the 2018 Annual Report and Accounts, which can be viewed on the Company’s website.
The management fee payable to Seneca is calculated as 2% of the weighted average net assets of the B share portfolio. As a result, Seneca would have earned £46,712 in management fees in the current period, however this is reduced to £15,420 as a result of the 3% cost cap. No payment has been made to Seneca, as money is still recoverable from Seneca as a result of the amounts outstanding from 2018 in line with the cost cap applied for that period. The remaining balance (£2,997) will be deducted from fees to be paid to Seneca for services in 2019 (31 December 2018: £18,417 recoverable from Seneca, 30 June 2018: N/A).
Seneca accrued £141,250 (31 December 2018: £19,997, 30 June 2018: £nil) in transaction fees, monitoring and directors’ fees from investee companies. Seneca may also become entitled to a performance fee. See note 3 to the Annual Report for more information on these fees.
As detailed in the offer for subscription document dated 9 May 2018, Seneca (as promoters of the offer) were entitled to charge the Company up to 5.5% of investors’ subscriptions. A total of £18,018 has been paid to Seneca in the period (31 December 2018: £40,596, 30 June 2018: n/a), based on allotments of £1,353,150 in the period.
7. Events after the Balance Sheet Date
There are no post balance sheet events.
8. Copies of this statement are available from the Registrar’s office at Neville House, Steelpark Road, Halesowen, B62 8HD, and on the company’s website – www.senecavct.co.uk.