THIS ANNOUNCEMENT
CONTAINS INSIDE INFORMATION FOR THE PURPOSES OF ARTICLE 7 OF THE
MARKET ABUSE REGULATION (EU) 596/2014 AS IT FORMS PART OF UK
DOMESTIC LAW BY VIRTUE OF THE EUROPEAN UNION (WITHDRAWAL) ACT 2018,
AS AMENDED. ON THE PUBLICATION OF THIS ANNOUNCEMENT VIA A
REGULATORY INFORMATION SERVICE, THIS INSIDE INFORMATION IS NOW
CONSIDERED TO BE IN THE PUBLIC DOMAIN.
For immediate
release
28 February 2025
AMATI AIM VCT
PLC
Terms of Appointment of
New Investment Manager
Summary
The Board is pleased to announce that,
further to its announcement on 2 December 2024, the Company and
Maven Capital Partners UK LLP ("Maven") have agreed and entered into heads of
terms setting out the principal terms and conditions on, and
subject to which, Maven will be appointed as the Company's new
investment manager, administrator and company secretary.
Under the heads of terms:
§ There will be no change to the level
of management fee payable by the Company to its investment manager,
with Maven receiving an annual management fee of 1.75 per cent.
of the
Company's net asset value.
§ The Company's annual running costs
(excluding incentive fees and other extraordinary costs) will
continue to be capped at 3.5 per cent. of the Company's net assets,
with any excess running costs met by Maven by way of a reduction in
future management fees.
§ In order to offset any termination payment
to the Company's current investment manager and to contribute
towards the other costs of implementing the proposals described in
this announcement, Maven has agreed to waive its management fee
for two years commencing on the date of appointment.
§ The Board has agreed to seek FCA and
shareholder approval to broaden the Company's investment objectives
and policy to enable a greater degree of investment in unquoted UK
companies with potential for growth, alongside continued investment
in companies quoted on AIM and AQSE (an "AIM Plus"
strategy).
§ In light of, but not conditional on, the
proposed adoption of an "AIM Plus" strategy, the Company has agreed
that Maven will be entitled to receive an incentive fee of 15 per
cent. of realised capital gains generated by the Company's future
investments in unquoted companies. The incentive fee on unquoted
investments will only be payable if the Company's net asset value
has increased since the date an incentive fee was last
paid.
Details on the terms of
appointment
The
heads of terms provide that Maven will receive an unchanged annual
management fee of 1.75 per cent. of the Company's net asset value,
calculated and payable quarterly in arrears. Maven will also
receive an annual
administration fee of £78,000 and an annual company secretarial fee
of £55,000, each payable quarterly in arrears and subject to an
annual adjustment, calculated on 1 February each year, to reflect
any change in the UK Retail Prices Index. Such fees will replace the
administration and secretarial fees currently paid to third party
service providers. The Company's annual running costs (excluding
incentive fees and other extraordinary costs) will continue to be
capped at 3.5 per cent.
of the Company's net assets, with any excess running costs met by
Maven by way of a reduction in future management fees.
In order to offset
any termination payment to the Company's current investment manager
and to contribute towards the other costs of implementing the
proposals described in this announcement, Maven has agreed to waive its
management fee for the first two years under the new investment
management agreement. The
Company will bear all the remaining costs associated with the
proposals.
As detailed in the
announcement released by the Board on 2 December 2024, the Board
and Maven are in advanced discussions regarding potential changes
to the Company's investment objectives and policy that would,
subject to approval by the FCA and shareholders, enable a greater
degree of investment in unquoted UK companies with potential for
growth, alongside continued investment in companies quoted on AIM
and AQSE (an "AIM Plus" strategy). In light of, but not conditional
on, the adoption of an "AIM Plus" strategy, the Company has agreed
that Maven will be entitled to receive a management incentive fee
in respect of gains generated by investments in unquoted companies
which are made following the effective date of Maven's appointment
or which have been introduced to the Company by Maven prior to
effective date. The incentive fee payable will be an amount equal
to 15 per cent. of the total return over cost generated by the
realisation of any such unquoted investment each financial year,
adjusted for any realised losses incurred in respect of other such
unquoted investments in that year. The incentive fee on such
unquoted investments will only be payable on the basis of realised
capital gains (as opposed to valuation uplifts) and only if the
Company's net asset value has increased since the date an incentive
fee was last paid. The incentive fee will be calculated and payable
on an annual basis as at 31 January based on realisations which
have occurred during the most recent financial year (save that the
first incentive fee will not be calculated and payable until the
end of the initial term, as detailed below, based on realisations
which have occurred during the initial term).
Maven's appointment
will be for an initial term of 24 months and shall be terminable,
in addition to customary termination provisions, during the 12
month period commencing at the end of the initial term, by either
party serving 18 months' notice, and thereafter, by either
party serving
12 months' notice.
The
appointment of Maven on the terms set out in the heads of terms is
subject to execution of a new investment management agreement and
satisfaction of certain conditions. Further details, including the
expected effective date of Maven's appointment, will be announced
once finalised.
Further information on
Maven
Maven
is a leading UK private equity firm and VCT fund manager with the
ability to offer a dual private company and AIM strategy, which
allows VCTs under its management to maximise asset and sector
diversification and spread investment risk across large, broadly
based portfolios.
The
Board believes the change in investment manager will provide the
following benefits:
·
Deal
flow:
Since 2016, following the rule changes that required VCTs to focus
on investing in earlier stage private companies, Maven has been one
of the most active managers in the industry, completing 80 new
investments in high growth businesses active in a range of sectors
such as software, cyber security, data analytics, healthcare,
fintech/regtech and specialist engineering.
· Depth of resource. Maven is one of the few VCT
fund managers with experience of both AIM and private capital
investment and an experienced in-house support team with decades of
experience in fund accounting, company secretariat and compliance.
Maven's investment management and support teams are significantly
larger than those of the current manager.
·
Strong track
record.
Maven has a history of achieving positive shareholder returns via
profitable private company realisations, including the exits
announced in 2024 from Quorum Cyber (8.2x cost), Novatus Global
(4.7x cost), MirrorWeb (up to 4.5x cost) and CB Technology (2.9x
cost).
· Rigorous approach to asset selection and
active portfolio management. Maven has a strong hands on investment
aftercare culture that actively engages with all portfolio
companies to help protect and drive shareholder value, including
exit planning.
· Broad marketing
support. Maven brings with them a broad contact
base throughout the IFA and wealth management industry, including
the use of LightTower Partners, as specialist promotor of
tax-advantaged investment products, which are expected to assist in
raising awareness and appeal of the Company.
Investment Objectives and
Policy
The Board expects
to provide shareholders with further details of any proposed
changes to the investment objectives and policy, and the resulting
"AIM Plus" strategy, in or alongside the notice relating to the
Company's annual general meeting to be held in 2025 (the
"2025
AGM").
It is anticipated
that shareholders will be asked to approve the changes to the
Company's investment objectives and policy at or around the time of
the 2025 AGM.
Board Change
In anticipation of
the proposals described in this announcement becoming effective,
the Board has reviewed the composition of the Board and is
delighted to announce the Board's intention to appoint Neeta Patel
CBE as a new independent, non-executive Director of the Company.
Ms. Patel CBE
brings 35 years' experience in technology, media, insurance and
educational sectors, including experience advising start-ups and
scaling companies, which the Board believes will be invaluable to
the Company in the forthcoming move to Maven. More recently, Ms.
Patel CBE was a director of Albion Venture Trust VCT plc and she is
currently a non-executive director of Allianz Technology Trust plc
and European Opportunities Trust plc. She was the founding CEO of
the Centre for Entrepreneurs, a board advisor at Tech London
Advocates, a member of the advisory board at City University
Ventures and an entrepreneur mentor-in-residence at London Business
School.
The appointment of
Ms. Patel CBE is expected to become effective prior to the 2025
AGM, with Ms Patel CBE then seeking election at the 2025 AGM in
accordance with the Company's articles of association. The Company
will release a further announcement when the appointment has become
effective.
Enquiries:
Fiona Wollocombe,
Chair
Amati AIM VCT
plc
Email:
AmatiAIMVCTChair@amatiglobal.com
Douglas
Armstrong
Dickson Minto
Advisers
Financial Adviser
to the Company
Telephone: 020 7649
6823
Important
Information
This announcement
is released by the Company and the information contained within
this announcement is deemed by the Company to constitute inside
information for the purposes of Article 7 of the UK version of the
EU Market Abuse Regulation (Regulation (EU) No.596/2014) which
forms part of UK law by virtue of the European Union (Withdrawal)
Act 2018, as amended. Upon the publication of this announcement via
a Regulatory Information Service, such information is now
considered to be in the public domain.
Legal Entity Identifier
(LEI): 213800HAEDBBK9RWCD25