TIDMMIG3
RNS Number : 3526V
Maven Income and Growth VCT 3 PLC
20 July 2018
Maven Income and Growth VCT 3 PLC
Interim Results for the Six Months Ended 31 May 2018
Highlights
-- NAV total return at 31 May 2018 of 143.93p per share
-- NAV at 31 May 2018 of 67.01p per share after payment of first
interim dividend of 5.70p per share
-- Second interim dividend of 5.25p per share paid on 22 June 2018
-- Offer for Subscription raised GBP20 million
-- Net asset value increased to over GBP46 million
-- Four new VCT qualifying private company holdings added to the
portfolio, with a further two post the period end
-- Follow-on funding provided to two portfolio companies and a
further four post the period end
-- Healthy pipeline of VCT qualifying investments, with a number in advanced process
-- Profitable realisations of Endura, John McGavigan and SPS (EU)
Overview
Your Company has achieved a positive result in the first half of
the year with NAV total return increasing further to 143.93p per
share. This reflects generally good performance across the investee
company portfolio, resulting in uplifts in the valuation of certain
assets, as well as the impact of profitable realisation of some of
the larger, more mature holdings. Whilst NAV total return has
continued to grow, Shareholders will note that the absolute NAV has
declined as a direct result of the enhanced interim dividend
payment made during the period, with a further dividend payment
also made shortly after the period end. The enhanced level of
distributions to Shareholders reflects the build-up in
distributable reserves and was required in order to maintain
ongoing compliance with the VCT regulations.
The success of the new share issue, which closed at full
capacity in early April 2018, provides additional capital to enable
your Company to continue to deliver long term growth in Shareholder
value. It is encouraging to report that four new private company
holdings were added in the period, with follow-on funding also
provided to a number of existing portfolio companies.
During the period under review, Maven has continued to focus on
building a broadly based portfolio capable of delivering future
growth in line with your Company's long term investment objective.
The proceeds from the Offer for Subscription provide liquidity to
support the continued expansion of the portfolio and, based on the
pipeline of live opportunities and level of new business
introductions currently being assessed across Maven's nationwide
network of offices, it is likely that there will be a healthy rate
of new investment during the second half of the financial year. In
addition, there is likely to be further follow-on investment
activity as earlier stage portfolio companies develop and require
additional capital to deliver their business plans.
The strategy remains to invest in carefully selected fast
growing UK smaller companies, operating across a diverse range of
industries, which offer either compelling proprietary technology or
a disruptive business model capable of scalable growth. Maven also
has a preference for supporting proven management teams with a
successful track record in a previous business. The expansion of
Maven's investment team to include a number of executives with
specific sector expertise, particularly in early stage technology,
is benefiting the initial asset screening and selection
process.
Dividends
The Directors considered it necessary to distribute an enhanced
level of dividends as a result of recent profitable realisations,
and the requirement to ensure ongoing compliance with the VCT
regulations.
The first interim dividend in respect of the year ending 30
November 2018, of 5.70p per Ordinary Share, was paid on 13 April
2018 to Shareholders on the register at close of business on 16
March 2018. The second interim dividend of 5.25p per Ordinary Share
was paid on 22 June 2018 to Shareholders on the register at close
of business on 25 May 2018. The effect of paying dividends is to
reduce the NAV of the Company by the total cost of the
distributions.
Since the Company's launch, and after receipt of the dividends
noted above, Shareholders will have received 82.17p per share in
tax-free dividends. Decisions on future distributions will take
into consideration the adequacy of reserves, the proceeds from any
further realisations and the VCT qualifying levels of the
portfolio, all of which are kept under close and regular review by
the Board and the Manager.
Fund Raising
On 22 September 2017 the Directors of your Company, together
with the Directors of Maven Income and Growth VCT 4 PLC, launched
an Offer for Subscription for new Ordinary Shares of up to GBP30
million, in aggregate, with a total over- allotment facility of up
to GBP10 million.
On 5 April 2018, your Board was pleased to announce that the
Offer was fully subscribed, having raised GBP20 million in total,
including the over-allotment facility. During the period, the
Company issued 18,433,172 new Ordinary Shares for the 2017/2018 tax
year, with a further 3,305,548 new Ordinary Shares issued for the
2018/2019 tax year. This additional liquidity will enable the
Manager to continue to expand the portfolio by investing in
dynamic, earlier stage VCT qualifying businesses, which are capable
of delivering uplifts in shareholder value.
Dividend Investment Scheme (DIS)
Your Company has in place a DIS through which Shareholders may
elect to have their dividend payments used to apply for new
Ordinary Shares issued by the Company under the standing authority
requested from Shareholders at Annual General Meetings. Shares
issued under the DIS should qualify for VCT tax reliefs applicable
for the tax year in which they are allotted.
Shareholders who have not previously applied to participate in
the DIS and who wish to do so in respect of future dividends,
should ensure that a mandate form, or CREST instruction if
appropriate, is submitted to the Registrar (Link Asset Services).
Terms & conditions and full details of the scheme are available
from the Company's website, together with a mandate form for making
a DIS election. You can also make an election using the Link Asset
Services share portal at www.signalshares.com.
Portfolio Developments
During the period, the majority of private companies in the
investee portfolio have performed in line with expectations,
despite the continued uncertainty within the UK economy surrounding
the intended exit from the European Union. Although there are, at
present, no specific issues to highlight, the Manager will continue
to monitor the situation closely.
It is encouraging to report on the continued improvement in
trading within the oil & gas portfolio since the year end.
After three years of exceptionally challenging market conditions,
the companies with exposure to the sector are reporting an upturn
in activity and profitability, compared to the prior year, with
forward order books projecting a continuation of this momentum. The
improvement in financial and operational performance reflects the
cost cutting and restructuring measures, implemented by portfolio
companies, with close support from Maven executives, at the onset
of the downturn. As a result, each investee company is operating
with a lean cost structure and limited or no external debt, which
should provide stability as the recovery strengthens.
Elsewhere in the portfolio, a number of the established private
company holdings have had their valuations increased to reflect
improved performance.
Cursor Controls, a global leader in the design and manufacture
of trackballs, trackpads and keyboards for use in specialist
industrial applications, including health, defence and marine,
continues to deliver good levels of organic growth. Performance was
enhanced by the acquisition, in April 2016, of Belgian distributor
NSI. The enlarged group continues to trade well, with further
commercial and operational synergies identified to support future
growth and profitability. The balance sheet remains strong and the
business continues to pay down its term debt.
Diversified renewable energy services group GEV has experienced
strong growth over the past year, particularly in the US, through
its largest division GEV Wind Power, which specialises in wind
turbine blade maintenance. The US market opportunity is sizeable
and the business is well positioned to capitalise on this over the
coming year, having secured contracts with leading providers
including MHI Vestas, Eon, Siemens and Invenergy. The management
team is also forecasting a strong performance in the UK and Europe
in the year ahead.
In 2013, your Company participated in a syndicate led by Penta
Capital, to invest in Global Risk Partners, backing a highly
experienced management team to pursue a buy & build strategy in
the Lloyd's speciality insurance broking and managing general agent
markets. Since the investment was made, significant progress has
been achieved, including the addition of a commercial and private
client division as well as the completion and integration of 28
separate acquisitions. The outlook for the new financial year is
encouraging, with a strong pipeline of acquisition opportunities
currently under review and further increases in profitability
anticipated to feed through from improved margins.
Since Maven clients' 2014 investment in Just Trays, the UK's
leading designer and manufacturer of shower trays and related
accessories, the business has delivered steady performance. In line
with its core objective of new product development and innovation,
the company has expanded its customer base and production volumes,
as well as extending its product range, and was recently awarded a
second 'Gold Award for Innovation in Design' at the prestigious
Designer Kitchen and Bathroom Awards.
Vodat Communications Group supplies data networks, IP telephony,
wi-fi solutions and fixed line connectivity to retail customers,
with a solid blue-chip customer base including Fat Face,
Beaverbrooks and Welcome Break. Maven clients supported the
management buy-out in 2012 and, since investment, the business has
achieved positive growth and added a number of new customer
contracts. During the period, Vodat completed the complementary
acquisition of Axonex, a provider of specialist IT solutions,
services and support specialising in unified communications, data
centres, security and network infrastructure. The acquisition,
which was funded through cash and bank debt, has created a number
of cross selling opportunities to help deliver further growth for
the enlarged group.
During the period, follow-on funding was provided to Rockar and
QikServe. In both cases your Company invested as part of a
syndicate, which included existing shareholders alongside the Maven
managed VCTs. Given their stage of development, the requirement to
provide further capital to earlier stage qualifying companies was
anticipated at the time of initial investment and was reflected in
the reduced size of total commitment, and by the strategy of
co-investing alongside other VCT houses. In terms of valuation, all
new development capital investments will continue to be held at
cost, or cost less a provision, until there is clear evidence of
measurable progress or a quantifiable event from which a new
valuation level can be validated.
The investment trust portfolio has continued to trade well and
generate income. This is particularly important in light of the
restrictions introduced by the Finance Act 2016, which prevent
non-qualifying investments in traditional instruments such as
treasury bills or other government securities for liquidity
management purposes. With increased cash resources now available
following the fundraising, the Board and the Manager remain highly
cognisant of the importance of maintaining an effective liquidity
management policy and will continue to consider a range of other
permitted income generating investment options.
As well as reflecting the positive trading performance
highlighted above, your Board has also provided in full against the
value of the holding in Lambert Contracts prior to it being placed
into administration shortly after the period end.
New Investments
During the period, your Company provided development capital to
four VCT qualifying private companies operating in growth
markets:
-- Curo Compensation is a developer and provider of a specialist
software solution that manages the annual financial compensation
cycle for mid-market corporate clients and reduces the complexity
of manual processes. The platform provides an integrated solution
encompassing budget allocations, eligibility criteria, bonus
entitlement and salary benchmarking data, which can then be applied
to salary awards, bonus payments and long term incentive plan
allocations. The technology is applicable to any sector, but
existing clients are mainly in the legal and financial services
sectors. The funding will be used to support the sales and
marketing function and to further develop the platform.
-- eSafe Global is a provider of on-line monitoring software and
services for the education sector, designed to safeguard school and
college pupils from inappropriate on-line content, cyber bullying
and other risks. Maven has known the eSafe team since 2015 and has
developed an in-depth knowledge of the business. The funding will
be used to support the organic growth of the business and to
further enhance its technology and intellectual property.
-- Lending Works is a provider of a peer-to-peer (P2P) platform
that matches private and institutional lenders to individual
borrowers. The company is well regarded by customers and partners
as a responsible and ethical market leader, being the first major
P2P platform to be fully authorised by the FCA, and the first to be
authorised to provide an ISA offering. The business was established
in 2012 and has grown to become the third largest P2P consumer
lender in the UK. The investment by Maven VCT clients will enable
the company to accelerate future growth.
-- WaterBear Education has established a private music college
specialising in offering university accredited undergraduate and
post-graduate courses for the creative arts, primarily catering for
musicians, singers, songwriters and those wishing to gain a
well-rounded music industry education. The business is led by a
high calibre management team with extensive experience of both the
industry and music education, having previously founded the British
and Irish Modern Music Institute, which has grown to be a market
leader in its sector. The investment has been used to establish and
launch the college, with Bachelor of Arts and Master of Arts
university accredited courses available for student intake from
September 2018.
The following investments have been completed during the
reporting period:
Investment
cost
Date Sector GBP'000 Website
----------------------------- ----------- ----------------------- ---------- ------------------------------
Unlisted
Curo Compensation Limited December Software & 149 www.curocomp.com
2017 computer services
eSafe Global Limited December Software & 248 www.esafeglobal.com
2017 computer services
Lending Works Limited April 2018 Software & 349 www.lendingworks.co.uk
computer services
QikServe Limited March 2018 Software & 120 www.qikserve.com
computer services
Rockar 2016 Limited December Software & 68 www.rockar.com
(trading as Rockar) 2017 computer services
WaterBear Education February Support services 120 www.waterbear.org.uk
Limited 2018
----------------------------- ----------- ----------------------- ---------- ------------------------------
Total unlisted 1,054
------------------------------------------------------------------- ---------- ------------------------------
Real estate investment
trusts(1)
Custodian REIT PLC May 2018 Investment companies 71 www.custodianreit.com
Schroder REIT Limited May 2018 Investment companies 105 www.srei.co.uk
Target Healthcare REIT May 2018 Investment companies 96 www.targethealthcarereit.co.uk
Limited
----------------------------- ----------- ----------------------- ---------- ------------------------------
Total real estate investment
trusts 272
------------------------------------------------------------------- ---------- ------------------------------
Total investments 1,326
------------------------------------------------------------------- ---------- ------------------------------
(1) Part of liquidity management strategy.
At the period end, the portfolio stood at 62 unlisted and quoted
investments, at a total cost of GBP22.76 million.
Realisations
In December 2017, the holding in SPS (EU) was exited for a total
return of 2.5 times cost over the life of the investment.
Maven clients first invested in SPS in February 2014, supporting
the management buy-out from 4Imprint plc. Since investment, the
company has successfully acquired and integrated two complementary
businesses, implemented a valuable enterprise resource planning
system and scaled internationally, particularly in Europe. SPS was
sold to PF Concept International, the European subsidiary of US
based consolidator PF Concept Group, which will enable the acquirer
to expand its product offering throughout Europe and to strengthen
its UK market position.
The holding in John McGavigan was also realised in December 2017
for a total return of 4.2 times cost over the life of the
investment. Maven clients first invested in John McGavigan in 2010,
providing development capital to support the company's expansion
plans, which included establishing a manufacturing facility in
China to capitalise on the strong level of growth forecast in that
market. Since investment, the business has achieved consistently
good levels of growth. In light of this performance, the decision
was taken to significantly expand the Chinese presence and, given
that the VCT qualifying criteria prohibited Maven client VCTs from
supporting an investment in a secondary buy-out, the asset was
realised at a premium to carrying value.
In February 2018, the holding in Endura was exited for a total
return of 1.56 times cost over the holding period. Maven clients
first invested in Endura, a leading designer and manufacturer of
high performance cycling apparel and accessories, in 2014 as part
of a syndicate led by Penta Capital. The company, focusses on the
mid to premium end of the market and sells its products in over
thirty countries worldwide with the support of a number of world
class sponsors. The sale to UK-based Pentland Group, which has a
stable of global sports, outdoor and fashion brands including
Berghaus, Canterbury, Speedo and Ellesse, represents an excellent
strategic fit for Endura and will enable it to continue to expand
its global brand and market presence.
In January 2018, following the sale of Elite, its key trading
subsidiary, Torridon (Gibraltar) repaid all outstanding Maven
client loan notes.
As at the date of this report, the Manager is engaged with
several investee companies and prospective acquirers at various
stages of the negotiation process, although there can be no
certainty that these discussions will result in profitable
sales.
The table below gives details of all realisations achieved, and
deferred considerations received, during the reporting period:
Cost of Gain/(loss)
shares Value at over 30
Complete/ disposed 30 November Sales Realised November
Year first partial of 2017 proceeds gain/(loss) 2017 value
invested exit GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
------------------- ------------- ------------ ---------- ------------- ---------- ------------- --------------
Unlisted
CHS Engineering
Services
Limited 2010 Partial 2 - 2 - 2
Endura Limited 2014 Complete 230 230 355 125 125
FLXG Scotland
Limited
(formerly Flexlife
Group
Limited) 2010 Partial 228 228 228 - -
Lemac No.1 Limited
(trading as John
McGavigan)(1) 2010 Complete 806 2,990 2,845 2,039 (145)
SPS (EU) Holdings
Limited(1) 2014 Complete 801 1,755 1,674 874 (81)
Torridon
(Gibraltar)
Limited(1) 2010 Partial 399 125 399 - 274
------------------- ------------- ------------ ---------- ------------- ---------- ------------- --------------
Total unlisted 2,466 5,328 5,503 3,038 175
------------------------------------------------ ---------- ------------- ---------- ------------- --------------
Real estate
investment
trusts(2)
British Land
Company PLC 2016 Complete 99 104 107 8 3
Custodian REIT PLC 2016 Partial 99 107 108 9 1
Schroder REIT
Limited 2016 Complete 99 107 105 6 (2)
Standard Life
Investment
Property Income
Trust
Limited 2016 Complete 99 105 101 2 (4)
Target Healthcare
REIT
Limited 2016 Complete 99 94 96 (3) 2
------------------- ------------- ------------ ---------- ------------- ---------- ------------- --------------
Total real estate investment
trusts 495 517 517 22 -
------------------------------------------------ ---------- ------------- ---------- ------------- --------------
Total disposals 2,961 5,845 6,020 3,060 175
------------------------------------------------ ---------- ------------- ---------- ------------- --------------
(1) Proceeds exclude yield and redemption premium received,
which are disclosed as revenue for financial reporting
purposes.
(2) Part of liquidity management strategy.
The table includes the redemption of loan notes by a number of
investee companies.
Material Developments Since the Period End
Since 31 May 2018, two new private company holdings have been
added to the portfolio.
-- BioAscent Discovery is a drug discovery services business
that was founded by former pharmaceutical executives with over 30
years' experience of delivering clinical drug candidates. The
business operates from the former Merck Sharpe and Dohme R&D
site at Newhouse, Scotland, which is a secure, state-of-the-art
facility, housing client compound libraries ranging in size from a
few thousand to a few hundred thousand compounds. The funding will
be used to add complementary chemistry and biology services to the
existing compound management service to create a high-value and
highly differentiated integrated drug discovery offering.
-- Bright Networks is a developer and provider of a media
technology platform that enables medium and large sized companies
to identify, reach and recruit high quality university graduates
and young professionals. The platform currently supports a network
of over 150,000 candidates and has a customer base of over 250
leading employers including Bloomberg, Marks and Spencer and
Vodafone. The Maven client investment will support the development
of the technology as well as supporting further business
development and sales and marketing activities.
In addition, to assist with further growth, follow-on
development capital funding was provided to Growth Capital
Ventures, ITS Technology, The GP Service and Whiterock.
Principal Risks and Uncertainties
The principal risks and uncertainties facing the Company were
set out in full in the Strategic Report contained within the 2017
Annual Report, and are the risks associated with investment in
small and medium sized unlisted and AIM/NEX quoted companies which,
by their nature, carry a higher level of risk and are subject to
lower liquidity than investments in large 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 & Risk Committee 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.
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, 250,000 share were bought back at a total cost
of GBP165,000.
Regulatory Developments
As previously outlined VCT legislation continues to move further
towards supporting higher risk investments, with recent changes
including the introduction of a 'risk to capital' based test,
increased measures designed to assist the financing of
knowledge-intensive companies and certain sector exclusions. The
Finance Act 2018, which received Royal Assent in March 2018,
introduced a new requirement that, for accounting dates from 6
April 2019 (from 1 December 2019 in the case of the Company, the
percentage of funds a VCT must hold in qualifying investments will
increase from 70% to 80%. In order to assist with this, the
add-back period on sales will be increased from six to twelve
months, with effect from 6 April 2019. The Board and the Manager
will continue to consider its implications and take these
developments into account when planning future strategy.
The General Data Protection Regulation came into force on 25 May
2018, replacing the Data Protection Act 1998. This regulation
enforces the principle of 'privacy by design and by default' and
enshrines new rights for individuals, including the right to be
forgotten and to data portability. The Manager has worked with the
third parties that process Shareholders' personal data to ensure
that their rights under the new regulation are respected.
Outlook
Based on the current level of new transaction activity, it is
expected that a meaningful number of new investments will be
completed during the second half of the financial year, consistent
with the Company's strategy of further expanding and diversifying
the portfolio. The success of the most recent Offer for
Subscription has provided further funds to ensure the delivery of
this strategy, and your Board and Manager remain committed to
building a large and broadly based portfolio of valuable private
companies, that are capable of delivering positive Shareholder
returns in the years ahead.
On behalf of the Board
Maven Capital Partners UK LLP
Secretary
20 July 2018
Summary of Investment Changes
For the Six Months Ended 31 May 2018
Valuation Net investment/ Appreciation/ Valuation
30 November 2017 (disinvestment) (depreciation) 31 May 2018
GBP'000 % GBP'000 GBP'000 GBP'000 %
--------------------- ------------------- ---------------- --------------- ---------------
Unlisted investments
Equities 10,442 30.7 (2,726) 753 8,469 18.4
Loan stock 12,294 36.1 (1,723) (440) 10,131 22.0
--------------------- ---------- ------- ---------------- --------------- -------- -------
22,736 66.8 (4,449) 313 18,600 40.4
AIM/NEX investments
Equities 423 1.2 - 21 444 1.0
Listed investments
Equities 22 0.1 - (3) 19 -
Investment trusts 1,154 3.4 (245) (19) 890 1.9
--------------------- ---------- ------- ---------------- --------------- -------- -------
Total investments 24,335 71.5 (4,694) 312 19,953 43.3
Other net assets 9,680 28.5 16,509 - 26,189 56.7
--------------------- ---------- ------- ---------------- --------------- -------- -------
Net assets 34,015 100.0 11,815 312 46,142 100.0
--------------------- ---------- ------- ---------------- --------------- -------- -------
Investment Portfolio Summary
As at 31 May 2018
% of equity
Valuation Cost % of total % of equity held by other
Investment GBP'000 GBP'000 assets held clients(1)
-------------------------------------- ----------- --------- ------------ ------------- --------------
Unlisted
Ensco 969 Limited (trading as
DPP) 1,283 1,133 2.8 4.8 29.7
Vodat Communications Group Limited 1,024 567 2.2 4.2 22.6
CatTech International Limited 982 627 2.1 6.0 24.0
Martel Instruments Holdings Limited 917 1,026 2.0 12.4 31.8
GEV Holdings Limited 868 672 1.9 4.1 31.9
Maven Co-invest Endeavour Limited
Partnership 833 417 1.8 8.1 91.9
(invested in Global Risk Partners)(2)
JT Holdings (UK) Limited (trading
as Just Trays) 751 496 1.6 5.3 24.7
Fathom Systems Group Limited 710 710 1.5 7.8 52.2
Horizon Cremation Limited 688 688 1.5 3.7 18.6
Glacier Energy Services Holdings
Limited 686 686 1.5 2.6 25.0
TC Communications Holdings Limited 645 980 1.4 8.3 21.7
Castlegate 737 Limited (trading
as Cursor Controls) 606 324 1.3 3.2 44.3
Flow UK Holdings Limited 597 597 1.3 7.0 28.0
R&M Engineering Group Limited 572 761 1.2 8.3 62.3
CB Technology Group Limited 558 558 1.2 11.2 67.7
Rockar 2016 Limited (trading
as Rockar) 549 549 1.2 3.0 12.6
HCS Control Systems Group Limited 539 746 1.2 6.1 30.4
QikServe Limited 516 516 1.1 3.5 15.3
The GP Service (UK) Limited(3) 496 496 1.1 6.0 26.5
RMEC Group Limited 446 446 1.0 2.7 47.4
ITS Technology Group Limited 446 446 1.0 3.9 24.3
Attraction World Holdings Limited 432 23 0.9 6.7 31.7
ADC Biotechnology Limited 377 377 0.8 2.8 12.1
Lending Works Limited 349 349 0.8 3.3 16.3
Contego Solutions Limited (trading
as NorthRow) 347 347 0.8 3.0 12.6
Chic Lifestyle Limited (trading
as Chic Retreats) 291 291 0.6 8.4 38.4
Torridon (Gibraltar) Limited 271 - 0.6 4.5 35.5
eSafe Global Limited 248 248 0.5 4.6 27.4
Whiterock Group Limited 208 208 0.5 4.4 20.6
ISN Solutions Group Limited 205 321 0.4 4.5 50.5
ebb3 Limited 183 183 0.4 4.1 20.4
Cognitive Geology Limited 179 179 0.4 2.2 10.2
Investment Portfolio Summary (Continued)
As at 31 May 2018
% of equity
Valuation Cost % of total % of equity held by other
Investment (continued) GBP'000 GBP'000 assets held clients(1)
-------------------------------------- ----------- --------- ------------ ------------- --------------
Unlisted (continued)
Growth Capital Ventures Limited 159 159 0.3 4.4 26.1
Curo Compensation Limited 149 149 0.3 1.9 13.5
Lawrence Recycling & Waste Management
Limited 130 914 0.3 10.0 52.0
WaterBear Education Limited 120 120 0.3 4.5 39.2
D Mack Limited 88 521 0.2 4.8 25.2
FLXG Scotland Limited 80 369 0.2 2.4 11.9
(formerly Flexlife Group Limited)
Space Student Living Limited 72 - 0.2 11.5 68.6
Other unlisted investments - 2,712 -
-------------------------------------- ----------- --------- ------------ ------------- --------------
Total unlisted 18,600 20,911 40.4
-------------------------------------- ----------- --------- ------------ ------------- --------------
Quoted
Byotrol PLC 207 197 0.5 1.2 2.4
Plastics Capital PLC 140 122 0.3 0.3 1.1
Cello Group PLC 64 54 0.1 0.1 0.4
Vianet Group PLC (formerly Brulines
Group PLC) 31 31 0.1 0.1 1.4
esure Group PLC 19 - - - -
Other quoted investments 2 635 -
-------------------------------------- ----------- --------- ------------ ------------- --------------
Total quoted 463 1,039 1.0
-------------------------------------- ----------- --------- ------------ ------------- --------------
Private equity investment trusts
HgCapital Trust PLC 131 100 0.3 - 0.1
F&C Private Equity Trust PLC 125 102 0.3 0.1 0.3
Princess Private Equity Holding
Limited 119 98 0.2 - 0.1
Apax Global Alpha Limited 101 99 0.2 - 0.1
Standard Life Private Equity
Trust PLC 54 43 0.1 - -
-------------------------------------- ----------- --------- ------------ ------------- --------------
Total private equity investment
trusts 530 442 1.1
-------------------------------------- ----------- --------- ------------ ------------- --------------
Investment Portfolio Summary (Continued)
As at 31 May 2018
% of equity
Valuation Cost % of total % of equity held by other
Investment (continued) GBP'000 GBP'000 assets held clients(1)
------------------------------- ----------- --------- ------------ ------------- --------------
Real estate investment trusts
Schroder REIT Limited 104 105 0.2 - 0.1
Target Healthcare REIT Limited 96 96 0.2 - 0.1
Regional REIT Limited 88 99 0.2 - 0.2
Custodian REIT PLC 72 71 0.2 - 0.1
------------------------------- ----------- --------- ------------ ------------- --------------
Total real estate investment
trusts 360 371 0.8
------------------------------- ----------- --------- ------------ ------------- --------------
Total investments 19,953 22,763 43.3
------------------------------- ----------- --------- ------------ ------------- --------------
(1) Other clients of Maven Capital Partners UK LLP.
(2) % of equity held in enlarged group is 0.37%
(3) Atul Devani is executive chairman of this company.
Income Statement
For the Six Months Ended 31 May 2018
Six months ended Six months ended Year ended
31 May 2018 31 May 2017 30 November 2017
(unaudited) (unaudited) (audited)
Revenue Capital Total Revenue Capital Total Revenue Capital Total
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
Gains on investments - 312 312 - 62 62 - 153 153
Income from investments 621 - 621 530 - 530 1,047 - 1,047
Other income 12 - 12 6 - 6 14 - 14
Investment management (102) (410) (512) (90) (362) (452) (179) (717) (896)
fees
Other expenses (132) - (132) (124) - (124) (291) - (291)
------------------------ -------- -------- -------- -------- -------- -------- -------- -------- --------
Net return on
ordinary 399 (98) 301 322 (300) 22 591 (564) 27
activities before
taxation
Tax on ordinary
activities (36) 36 - (56) 56 - (103) 103 -
------------------------ -------- -------- -------- -------- -------- -------- -------- -------- --------
Return attributable
to Equity Shareholders 363 (62) 301 266 (244) 22 488 (461) 27
------------------------ -------- -------- -------- -------- -------- -------- -------- -------- --------
Earnings per
share (pence) 0.65 (0.11) 0.54 0.65 (0.60) 0.05 1.20 (1.13) 0.07
------------------------ -------- -------- -------- -------- -------- -------- -------- -------- --------
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 and other securities.
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 May 2018
Six months ended 31 May 2018 (unaudited)
Share Capital Capital Special Capital
Share premium reserve reserve distributable redemption Revenue
capital account realised unrealised reserve reserve reserve Total
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
-------------------- --------- -------- --------- ------------- -------------- ----------- --------- ---------
At 30 November 2017 4,702 18,035 (5,989) (62) 15,749 819 761 34,015
Net return - - 2,686 (2,748) - - 363 301
Dividends paid - - (3,155) - - - - (3,155)
Repurchase and
cancellation
of shares (25) - - - (165) 25 - (165)
Net proceeds of
share
issue 2,174 12,747 - - - - - 14,921
Net proceeds of DIS
issue 35 190 - - - - - 225
-------------------- --------- -------- --------- ------------- -------------- ----------- --------- ---------
At 31 May 2018 6,886 30,972 (6,458) (2,810) 15,584 844 1,124 46,142
-------------------- --------- -------- --------- ------------- -------------- ----------- --------- ---------
Six months ended 31 May 2017 (unaudited)
Share Capital Capital Special Capital
Share premium reserve reserve distributable redemption Revenue
capital account realised unrealised reserve reserve reserve Total
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
-------------------- --------- -------- --------- ------------- -------------- ----------- --------- ---------
At 30 November 2016 4,093 13,820 (2,115) 3,499 16,251 752 720 37,020
Net return - - 1,719 (1,963) - - 266 22
Dividends paid - - (921) - - - (614) (1,535)
Repurchase and
cancellation
of shares (36) - - - (285) 36 - (285)
-------------------- --------- -------- --------- ------------- -------------- ----------- --------- ---------
At 31 May 2017 4,057 13,820 (1,317) 1,536 15,966 788 372 35,222
-------------------- --------- -------- --------- ------------- -------------- ----------- --------- ---------
Year ended 30 November 2017 (audited)
Share Capital Capital Special Capital
Share premium reserve reserve distributable redemption Revenue
capital account realised unrealised reserve reserve reserve Total
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
-------------------- --------- -------- --------- ------------- -------------- ----------- --------- ---------
At 30 November 2016 4,093 13,820 (2,115) 3,499 16,251 752 720 37,020
Net return - - 3,100 (3,561) - - 488 27
Dividends paid - - (6,974) - - - (447) (7,421)
Repurchase and
cancellation
of shares (67) - - - (502) 67 - (502)
Net proceeds of
share
issue 650 4,042 - - - - - 4,692
Net proceeds of DIS
issue 26 173 - - - - - 199
-------------------- --------- -------- --------- ------------- -------------- ----------- --------- ---------
At 30 November 2017 4,702 18,035 (5,989) (62) 15,749 819 761 34,015
-------------------- --------- -------- --------- ------------- -------------- ----------- --------- ---------
The accompanying Notes are an integral part of the Financial
Statements.
Balance Sheet
As at 31 May 2018
31 May 2018 31 May 2017 30 November 2017
(unaudited) (unaudited) (audited)
GBP'000 GBP'000 GBP'000
------------------------------------- ------------ ------------ ----------------
Fixed assets
Investments at fair value through
profit or loss 19,953 29,801 24,335
Current assets
Debtors 940 409 469
Cash 25,320 5,032 9,246
------------------------------------- ------------ ------------ ----------------
26,260 5,441 9,715
Creditors
Amounts falling due within one
year (71) (20) (35)
------------------------------------- ------------ ------------ ----------------
Net current assets 26,189 5,421 9,680
------------------------------------- ------------ ------------ ----------------
Net assets 46,142 35,222 34,015
------------------------------------- ------------ ------------ ----------------
Capital and reserves
Called up share capital 6,886 4,057 4,702
Share premium account 30,972 13,820 18,035
Capital reserve - realised (6,458) (1,317) (5,989)
Capital reserve - unrealised (2,810) 1,536 (62)
Special distributable reserve 15,584 15,966 15,749
Capital redemption reserve 844 788 819
Revenue reserve 1,124 372 761
------------------------------------- ------------ ------------ ----------------
Net assets attributable to Ordinary
Shareholders 46,142 35,222 34,015
------------------------------------- ------------ ------------ ----------------
Net asset value per Ordinary Share
(pence) 67.01 86.82 72.35
------------------------------------- ------------ ------------ ----------------
The Financial Statements of Maven Income and Growth VCT 3 PLC,
registered number 04283350, were approved by the Board and were
signed on its behalf by:
Atul Devani
Director
20 July 2018
The accompanying Notes are an integral part of the Financial
Statements.
Cash Flow Statement
For the Six Months Ended 31 May 2018
Six months ended Six months ended Year ended 30
31 May 2018 31 May 2017 November 2017
(unaudited) (unaudited) (audited)
GBP'000 GBP'000 GBP'000
------------------------------ ---------------- ---------------- --------------
Net cash flows from operating
activities (604) (602) (1,203)
Cash flows from investing
activities
Investment income received 593 516 978
Deposit interest received 12 6 14
Purchase of investments (1,326) (1,436) (3,212)
Sale of investments 6,020 4,099 11,432
------------------------------ ---------------- ---------------- --------------
Net cash flows from investing
activities 5,299 3,185 9,212
------------------------------ ---------------- ---------------- --------------
Cash flows from financing
activities
Equity dividends paid (3,155) (1,535) (7,421)
Issue of Ordinary Shares 14,699 - 4,891
Repurchase of Ordinary Shares (165) (285) (502)
------------------------------ ---------------- ---------------- --------------
Net cash flows from financing
activities 11,379 (1,820) (3,032)
------------------------------ ---------------- ---------------- --------------
Net increase in cash 16,074 763 4,977
------------------------------ ---------------- ---------------- --------------
Cash at beginning of period 9,246 4,269 4,269
Cash at end of period 25,320 5,032 9,246
------------------------------ ---------------- ---------------- --------------
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 May 2018
and the six months ended 31 May 2017 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 30 November 2017, which
have been filed at Companies House and which contained an Auditor's
report which 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.
Capital reserves
Gains or losses on investments realised in the year that have
been recognised in the Income Statement are transferred to the
capital reserve realised account on disposal. Furthermore, any
prior unrealised gains or losses on such investments are
transferred from the capital reserve unrealised account to the
capital reserve realised account on disposal.
Increases and decreases in the fair value of investments are
recognised in the Income Statement and are then transferred to the
capital reserve unrealised account. The capital reserve realised
account also represents capital dividends, capital investment
management fees and the tax effect of capital items.
Special distributable reserve
The total cost to the Company of the repurchase and cancellation
of shares is represented in the special distributable reserve
account.
Capital redemption reserve
The nominal value of shares repurchased and cancelled is
represented in the capital redemption reserve.
Revenue reserve
The revenue reserve represents accumulated profits retained by
the Company that have not been distributed to Shareholders.
3. Return per Ordinary Share Six months ended
31 May 2018
------------------------------------------------------ ----------------
The returns per share have been based on the following 56,043,547
figures:
Weighted average number of Ordinary Shares GBP363,000
(GBP62,000)
Revenue return
Capital return
------------------------------------------------------ ----------------
Total return GBP301,000
------------------------------------------------------ ----------------
Directors' Responsibility Statement
Each Director believes that, to the best of their knowledge:
-- the Financial Statements for the six months ended 31 May 2018
have been prepared in accordance with FRS 102, the Financial
Reporting Standard applicable in the UK and the 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 30 November 2018; and
-- the Interim Management Report includes adequate disclosure of
the information required by DTR 4.2.8R in relation to material
related party transactions and any changes therein.
Other information
The NAV per Ordinary Share has been calculated using the number
of Ordinary Shares in issue at 31 May 2018 which was 68,858,231. A
summary of investment changes for the six months under review and
an investment portfolio summary as at 31 May 2018 are included
above. A full copy of the Interim Report and Financial Statements
will be printed and issued to Shareholders in due course. 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; at the Registered office of the Company at
1 - 2 Royal Exchange Buildings, London, EC3V 3LF; and on the
Company's website at: www.mavencp.com/migvct3
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.
On behalf of the Board
Maven Capital Partners UK LLP
Secretary
20 July 2018
This information is provided by RNS, the news service of the
London Stock Exchange. RNS is approved by the Financial Conduct
Authority to act as a Primary Information Provider in the United
Kingdom. Terms and conditions relating to the use and distribution
of this information may apply. For further information, please
contact rns@lseg.com or visit www.rns.com.
END
IR ZBLFLVDFEBBD
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