TIDMMIG3
RNS Number : 2769U
Maven Income and Growth VCT 3 PLC
29 July 2022
Maven Income and Growth VCT 3 PLC
Interim Results for the Six Months Ended 31 May 2022
Highlights
-- NAV total return at 31 May 2022 of 151.20p per share
-- NAV at 31 May 2022 of 57.28p per share, after payment of
dividends totalling 3.50p per share during the period
-- Interim dividend of 1.25p per share declared
-- Offer for Subscription closed raising GBP16 million, with a
new share issue to be launched during Autumn 2022
-- Four new private companies added to the portfolio, with a
further three completed after the period end
-- Five profitable private company realisations completed during
the period, including the exit from Quorum Cyber, which achieved a
total return of 6.5x cost over the life of the investment
Overview
Notwithstanding inflationary pressures and the economic
uncertainty resulting from the crisis in Ukraine, your Company has
made positive progress during the first half of the financial year.
Whilst the majority of the companies within the portfolio have
continued to deliver revenue growth and achieve commercial
milestones, NAV total return at the period end has reduced modestly
compared to the position at the previous year end. This reflects
the volatility within listed markets, which has impacted the value
of your Company's AIM quoted portfolio. Across the unlisted
portfolio there are a growing number of earlier stage companies
that are delivering their commercial objectives and achieving
scale, which has resulted in uplifts to certain valuations. This
has also been a very busy period for realisations, with a number of
investee companies attracting acquisition interest from domestic
and international buyers. In addition to the exit from Quorum
Cyber, which generated a total return of 6.5x cost, a further four
profitable private company realisations also completed. In
recognition of this exit activity, and the commitment to make
regular tax-free distributions, an interim dividend of 1.25p per
share has been declared for payment to Shareholders in August
2022.
During the reporting period, the impact of the pandemic has
gradually receded, enabling most global economies to re-open, with
activity initially recovering in response to pent up demand.
However, the invasion of Ukraine has had a destabilising impact on
economic growth, with financial markets and commodity prices
expected to remain volatile. Furthermore, as global prices,
particularly energy costs, continue to rise, high inflation is
likely to remain a persistent feature and within the UK the impact
of the cost-of-living crisis is still to take full effect. It is,
however, worthwhile noting that your Company maintains a low level
of direct exposure to consumer facing sectors such as travel,
retail, leisure and hospitality, with the investment strategy
focused primarily on defensive areas such as software,
cybersecurity, data analytics and healthcare, where investee
companies with exposure to these sectors have continued to report
good growth. This approach to portfolio composition should provide
a degree of insulation against the wider inflationary pressures. It
is also important to note that, as a result of the considered
approach taken by Maven in structuring new investments, the level
of external debt across the portfolio is low, which mitigates the
risk of further near term interest rate rises. The Manager will
continue to monitor the impact of the economic situation on your
Company's investment strategy and will maintain a regular dialogue
with investee companies, offering assistance with any specific
issues that may arise.
Against this backdrop, your Company has made further strategic
progress. Following the successful fund raising, which closed at
the end of May 2022 having raised GBP16 million, net asset value at
the period end increased to GBP58 million. The new capital provides
your Company with sufficient liquidity to enable it to continue to
expand and develop the portfolio in line with the objective of
building a large and sectorally diversified portfolio of private
and AIM quoted companies, which have the potential to achieve scale
and generate a capital gain on exit. Throughout the period, the
Manager has continued to see good levels of demand for equity
investment from ambitious, growth focused businesses across all of
its regional offices. In addition to the four new private company
holdings added to the portfolio during the period, there is a
strong pipeline of potential investments, across a wide range of
sectors, at various stages of due diligence and legal process,
which should result in a healthy rate of new investment activity
during the second half of the financial year. Maven retains a
selective approach to investment and continues to favour companies
that operate in defensive or counter cyclical sectors and will
generally only invest where meaningful commercial traction and
strong revenue growth can be demonstrated. This is often measured
in terms of contracted annual recurring revenue (ARR), which
provides a degree of visibility on the growth trajectory and, given
its recurring nature, can provide some protection during a period
of economic instability. It is encouraging to report that many of
the earlier stage private companies have continued to deliver
sustained revenue growth during the period under review which, in
certain cases, has merited an uplift in valuation to reflect the
progress that has been achieved.
Over recent years, as part of the broader investment strategy,
your Company has been gradually increasing its exposure to AIM with
the objective of constructing a diversified portfolio that is
balanced between earlier stage private companies, more mature
unlisted holdings and AIM quoted companies. The Manager believes
that selective exposure to AIM provides access to a wider range of
growth companies, often with more favourable liquidity
characteristics, that can provide exposure to dynamic and
complementary sectors such as new battery technology, renewable
energy, biotech or medtech. Notwithstanding the current market
volatility, the Manager continues to see good long term growth
potential. Whilst most of the AIM portfolio holdings have continued
to issue reassuring market announcements during the reporting
period, the overall performance of this portfolio has been impacted
by the general volatility that has affected financial markets since
the turn of the year.
During the period, five profitable private company exits
completed, including the most significant exit to date from the
early stage portfolio with the sale of Quorum Cyber, which achieved
a 6.5x money multiple return inclusive of a retained minority
holding. The Manager is encouraged by the level of external
interest in the unlisted portfolio, where a number of companies
have received approaches from potential buyers that recognise the
strategic value within these businesses. As the early stage
portfolio matures, the Manager is gaining greater clarity on the
holdings that have the potential to drive future growth in
Shareholder value. Conversely, there are a small number of cases
where the Manager has elected to seek an exit earlier than
anticipated as the necessary scale was unlikely to be achieved.
During the period under review, your Company completed three
investments in companies that have particularly strong
environmental, social and governance (ESG) credentials, and which
are demonstrating good growth in new and expanding markets.
Liftango, which has developed a technology platform to improve the
efficiency of on-demand transport such as corporate buses and
carpooling, in order to reduce carbon footprint and congestion;
Pura, which has developed a range of eco-friendly baby nappies and
wipes that are completely plastic free and biodegradable, as well
as being accredited by Allergy UK and the British Skin Foundation;
and iPac a designer and manufacturer of bespoke sustainable plastic
packaging for the UK food sector. ESG considerations are becoming
an increasingly important feature of investment and can also be key
for potential future acquirers. Further details on the Manager's
approach to ESG can be found under Environmental, Social and
Governance (ESG).
Interim Dividend
Following the recent exit activity, in respect of the year
ending 30 November 2022, an interim dividend of 1.25p per share
will be paid on 26 August 2022 to Shareholders on the register as
at 29 July 2022. Since the Company's launch, and after receipt of
this interim dividend, 95.17p per share will have been distributed
in tax-free dividends. It should be noted that payment of a
dividend reduces the NAV of the Company by the total cost of the
distribution.
Dividend Policy
As Shareholders will be aware from recent Annual and Interim
Reports, decisions on distributions take into consideration a
number of factors, including the realisation of capital gains, the
adequacy of distributable reserves, the availability of surplus
revenue and the VCT qualifying level, all of which are kept under
close and regular review.
The Board and the Manager recognise the importance of tax-free
distributions to Shareholders and, subject to the considerations
outlined above, will seek, as a guide, to pay an annual dividend
that represents 5% of the NAV per share at the immediately
preceding year end.
The Directors would like to remind Shareholders that, as the
portfolio continues to expand and a greater proportion of holdings
are invested in younger companies, the timing of distributions will
be more closely linked to realisation activity, whilst also
reflecting the Company's requirement to maintain its VCT qualifying
level. If larger distributions are required as a consequence of
significant exits, this will result in a corresponding reduction in
NAV per share. However, the Board and the Manager consider this to
be a tax efficient means of returning value to Shareholders, whilst
ensuring ongoing compliance with the VCT legislation.
Dividend Investment Scheme (DIS)
Your Company operates a DIS, through which Shareholders can, at
any time, elect to have their dividend payments utilised to
subscribe for new Ordinary Shares issued by the Company under the
standing authority requested from Shareholders at Annual General
Meetings. Shares issued under the DIS should qualify for VCT tax
relief applicable for the tax year in which they are allotted,
subject to an individual Shareholder's particular
circumstances.
Shareholders can elect to participate in the DIS in respect of
future dividends, including the interim dividend that is due to be
paid on 26 August 2022, by completing a DIS mandate, which must be
received by the Registrar (The City Partnership) before 12 August
2022, this being the next dividend election date. The mandate form,
terms & conditions and full details of the scheme (including
tax considerations) are available from the Company's website at:
mavencp.com/migvct3. Election to participate in the DIS can also be
made through the Registrar's online investor hub at:
maven-cp.cityhub.uk.com.
If a Shareholder is in any doubt about the merits of
participating in the DIS, or their own tax status, they should seek
advice from a suitably qualified adviser.
Joint Offers for Subscription
On 20 September 2021, your Company, alongside Maven Income and
Growth VCT 4 PLC, launched joint Offers for Subscription for new
Ordinary Shares, for up to GBP20 million in aggregate (GBP10
million for each company) with a combined over-allotment facility
of up to GBP20 million in aggregate (GBP10 million for each
company). Your Company's Offer closed on 27 May 2022 raising a
total of GBP16 million for the 2021/22 and 2022/23 tax years.
With respect to the 2021/22 tax year, there were three
allotments of new Ordinary Shares. An allotment of 13,603,037
completed on 4 February 2022, with a further allotment of 4,314,618
new Ordinary Shares completing on 23 March 2022 and a final
allotment of 4,767,002 new Ordinary Shares completing on 5 April
2022. An allotment of 2,938,136 new Ordinary Shares for the 2022/23
tax year completed on 6 June 2022.
This additional liquidity will enable your Company to continue
to expand its portfolio by investing in ambitious, growth focused
businesses that operate across a broad range of market sectors, and
which have the potential to generate a capital gain on exit. It
will also ensure that existing portfolio companies can continue to
be supported through follow- on funding where there is an ongoing
business case that merits further investment. The funds raised will
also 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.
Further to the announcement of 8 July 2022, the Directors have
elected to launch a new Offer in Autumn 2022, which will run
alongside Offers by the three other Maven managed VCTs. Full
details of the Offers will be included in the forthcoming
Prospectus.
Portfolio Developments
Integrated drug discovery service provider BioAscent Discovery
continues to make encouraging progress across all business lines
and is maintaining the impressive growth rate achieved during the
previous period. Since the Maven VCTs first invested in 2018, the
business has averaged a year-on-year growth rate of 120% in its
integrated discovery projects, alongside 40% annualised growth for
its more established compound storage and management services. It
was also named top performing outsourcer for the second year
running, and second place overall, in the Alantra Pharma Fast 50,
which ranks the UK's fastest growing privately owned pharma and
pharma service companies. The near term strategic objective is to
expand internationally, and positive discussions are progressing
with several prospective clients in North America and Europe.
During the pandemic, BioAscent worked as part of a consortium, led
by the University of Glasgow, to establish a national COVID-19
testing facility for high-throughput clinical testing. It is
pleasing to note that the consortium (Lighthouse Laboratory) was
recently awarded the Knowledge Exchange/Transfer Initiative of the
Year at the Times Higher Education (THE) Awards 2021.
During the period under review, Bright Network has continued to
make good commercial progress and is trading ahead of plan. The
business, which utilises a powerful technology database to provide
a membership network that enables UK based university
undergraduates and recent graduates to connect with leading
employers, has built a strong market position. Bright Network
offers a comprehensive range of services, including providing
advice and support to assist members through their job or
internship search process, as well as bespoke in-person networking
events. The platform currently has over 600,000 members, with
diversity and inclusion being actively monitored and promoted. The
business works with over 300 partner firms, including Amazon,
Bloomberg, Clifford Chance, Dyson, Google and Vodafone, and the
platform is endorsed by organisations such as the CBI, the
Department for Work & Pensions and the Institute of Student
Employers. Over the coming year, Bright Network will focus on
expanding its market position and enhancing its services, with a
view to entering specific overseas territories.
Fintech specialist Delio has made encouraging commercial
progress, and continues to grow its customer base and increase ARR.
The business, which is based in Cardiff, designs and develops
digital private asset infrastructures for global financial
institutions, such as angel networks, family offices and wealth
managers, with a growing current client base that includes
Barclays, Coutts, Rabobank and the UK Business Angels Association.
Its white label platform provides a secure, compliant and efficient
system for connecting investors and capital with private market
investment opportunities. The business currently has over GBP26
billion of live deals on its platform and has added further new
clients, which has generated further growth in ARR. In February
2022, Delio secured significant additional investment from another
institutional investor, with the Maven VCTs also participating. The
funding is being used to accelerate product innovation and to help
establish a business presence in the US, which is regarded as a key
growth market.
During the reporting period, analytical software provider
e.fundamentals has continued to make positive commercial progress,
delivering further growth in ARR and expanding its client base. The
business, which provides digital shelf analytics to major consumer
packaged goods brands, helps clients to measure and optimise their
ecommerce performance to ensure that they maximise an online
listing. Over the past two years, e.fundamentals has experienced
rapid growth, consistent with the acceleration in online grocery
and household shopping during the pandemic, which has resulted in a
600% increase in ARR. e.fundamentals continues to add clients and
has established a credible list that includes well known brands
such as Arla, Kellogg's, Mars, PepsiCo, Royal Canin and
Vodafone.
Horizon Ceremonies has delivered strong operational and
strategic progress since your Company first invested in 2017 and
now has a portfolio of three operational crematoria. Trading at the
original site in the Clyde Coast and Garnock Valley remains strong
and ahead of plan. The second crematorium, in Cannock,
Staffordshire, has traded ahead of plan since opening in April
2021, and the management team is working with local funeral
directors and undertakers to increase awareness of the service
provided. The third crematorium, in the suburbs of Glasgow, opened
in mid- December 2021 and is also trading well. There are two
further sites in the near term pipeline. The planning appeal
process at Oxted in Surrey is ongoing and a planning application at
Hooton, near Chester, has been submitted. The medium term strategic
objective remains to build a portfolio of modern, technologically
advanced crematoria that meet the best environmental standards
whilst offering a compassionate service for families, and to sell
the business to a trade, private equity or infrastructure acquirer
when all sites reach maturity.
Since first investment, HR technology platform provider HiveHR
has made good commercial progress and has achieved significant
growth in ARR through the rapid addition of new clients. Employee
engagement is becoming an increasingly important component of
effective management within any organisation. HiveHR's cloud-base
SaaS solution offers a comprehensive range of tools and resources
that help employers to collate and analyse employee feedback in
real time, to enable them to better understand employee concerns or
suggestions, and to implement company-wide policy updates or
broader change initiatives. HiveHR now has over 170,000 live users,
and its clients include Evri, Financial Services Compensation
Scheme, Tarmac and Travelodge, as well as a number of universities,
housing associations, charities and local authorities. HiveHR is
well positioned in a high growth sector and the focus for the year
ahead will be to continue to expand the business and accelerate
growth in ARR.
Marketing technology provider Nano Interactive continues to
trade ahead of plan and is delivering against all key performance
metrics. The business has established a strong position in the
"intent targeting" market, where it uses its proprietary technology
to assess multiple intent signals, such as online search history.
This analysis enables clients to place adverts in real time,
targeting customers that have indicated an interest in a product or
service, and helps them enhance the effectiveness of digital
advertising campaigns. Importantly, Nano's platform achieves this
in an identity-free way, without the use of third party cookies or
email addresses, thereby respecting the privacy of online users.
The business has made significant progress over the past year and
has an extensive client list that includes household names such as
Mars, McDonalds, Microsoft, Pets at Home and Vodafone. During 2021,
Nano also helped the UK Government to achieve targeted messaging
with its COVID-19 communication strategy. Nano is well positioned
to achieve further scale and the near term strategic objective is
to develop its presence in the US, which should help drive further
revenue growth.
Language analytics software specialist Relative Insight has
maintained an impressive growth rate, increasing ARR and extending
its client base. During the period under review, the business
secured series B funding from another institutional investor, which
provides additional capital to accelerate the growth plan. The
business has experienced strong demand for its AI-powered advanced
linguistics technology platform, which enables clients to analyse
any source of text data and then create content that is designed to
appeal to a specific audience to increase the effectiveness of
advertising and marketing campaigns. The software solution has been
adopted by numerous blue chip names such as Amazon, John Lewis,
Nespresso and Sky, alongside large marketing and advertising
agencies. Following the recent fund raising, the business is
capitalised to deliver further growth and has the medium term
objective of establishing a presence in the US.
During the period, Rockar, a developer of a disruptive digital
platform for buying new and used cars, has continued to grow its
market presence and build commercial relationships with global car
manufacturers and national dealership groups that are keen to
develop a digital alternative to replace or complement the
traditional showroom model. Following the demerger of the retail
business in May 2021, the business is now focused exclusively on
developing and expanding its technology platform and is currently
working on projects with manufacturers such as BMW and Jaguar Land
Rover, and is progressing discussions with several others. Over the
past year, there has been a rapid acceleration in the move to
digitise the automotive market, which has been one of the few
remaining major retail sectors to fully embrace a technological
solution. There are now a number of high profile companies
operating in this space and Rockar remains at the forefront in
terms of its technological capabilities and sector experience.
Whilst the majority of companies within the portfolio have made
encouraging progress in the year to date, there are a small number
that have not achieved commercial objectives and where the value of
the holding has been written down. Speciality industrial services
provider Cat Tech experienced a particularly challenging operating
environment during the pandemic, as international travel
restrictions prevented the completion of scheduled maintenance
programmes in its overseas territories. Whilst Cat Tech provides
highly specialist services that are a health and safety
requirement, the ongoing travel disruption, coupled with deferred
shutdowns at key client sites, has resulted in the scheduled
programme of works being delayed. Trading in the current year is
expected to be below budget and a provision has been taken against
the value of the holding. In addition, a full write down has been
taken against the value of the holding in Boiler Plan, which
experienced challenging trading during the pandemic and has
subsequently failed to deliver its business plan.
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. The Manager
has constructed a focused portfolio of listed investment trust
holdings and will continue to consider any other permitted
investment options that have the potential to meet this
objective.
New Investments
During the period, four new VCT qualifying private companies
were added to the portfolio:
-- CYSIAM is a provider of cybersecurity and incident response
services to a broad range of public and private sector clients. The
company provides specialist advice and bespoke training, and also
offers a wraparound managed service solution for clients seeking to
fully outsource their cybersecurity function. The founders have
significant experience of critical defence and national security
environments, both in the UK and overseas, and a deep understanding
and personal insight into this rapidly expanding speciality market.
The VCT funding is being used to support the business as it
launches a sales and marketing campaign to raise the corporate
profile, as well as providing capital to progress further product
development.
-- iPac is an established designer and manufacturer of bespoke
sustainable thermoformed plastic packaging that is used by the food
and pharmaceutical sectors. The business is at the leading edge of
sustainable manufacturing and its products are 100% recyclable and
use over 85% recycled content. The manufacturing plant is powered
entirely through renewable sources and less than 2% of
manufacturing waste goes into landfill. The VCT funding is being
used to develop new product lines, which are more efficient and
produce less waste, and to open a second manufacturing facility in
the North East of England.
-- Liftango is a provider of a demand responsive transport (DRT)
technology platform, which enables clients such as governments,
transport authorities and global corporates to optimise route
planning in real-time in response to passenger usage. The business
has three core products (on-demand buses, fixed-route shuttles and
carpool), all of which are designed to optimise vehicle scheduling
and routing to improve fleet efficiency. The technology also helps
clients to minimise carbon footprint, reduce congestion and create
a safe and convenient shared transport network. Liftango has a
strong client list, including corporates such as IKEA, Tesla,
Unilever and Volvo, as well as several county councils. The VCT
funding is being used to recruit key sales and marketing staff, and
to assist the business as it expands into Europe and North
America.
-- Pura is a baby care brand that specialises in eco-friendly
wipes and nappies. Pura's plant-based wipes are 100% plastic free
and biodegradable, as well as being accredited by Allergy UK and
the British Skin Foundation, while the nappies are enhanced with
organic cotton and made using green energy with no production waste
to landfill. Since launching in 2020, Pura has established itself
through a direct-to-consumer, subscription-based website model and
has gained recognition within its core target market, with its
eco-friendly nappies recently awarded Gold in the Made for Mums
Awards 2022. The VCT funding is being used to support the expansion
into the business- to-business market, which is specifically
targeted at the UK and US supermarket sectors. Pura has already
made good progress in this area, having secured contracts with
Amazon, Costco and Ocado, with the brand also recently launching in
Asda.
During the reporting period, the following investments were
completed:
Investments Date Sector Investment
cost
GBP'000
------------------------------- ------------------- ------------------------------- ----------
New unlisted
------------------------------- ------------------- ------------------------------- ----------
CYSIAM Limited December 2021 Software 199
------------------------------- ------------------- ------------------------------- ----------
Pharmaceuticals, biotechnology
Kanabo GP Limited(1) February 2022 & healthcare 1,611
------------------------------- ------------------- ------------------------------- ----------
Liftango Group Limited December 2021 Software 298
------------------------------- ------------------- ------------------------------- ----------
mypura.com Group Limited
(trading as Pura) January 2022 Business services 216
------------------------------- ------------------- ------------------------------- ----------
Project Falcon Topco Limited
(trading as Quorum Cyber)(2) December 2021 Software 335
------------------------------- ------------------- ------------------------------- ----------
Reed Thermoformed Packaging
Limited (trading as iPac) March 2022 Business services 99
------------------------------- ------------------- ------------------------------- ----------
Total new unlisted 2,758
------------------------------------------------------------------------------------- ----------
Follow-on unlisted
------------------------------- ------------------- ------------------------------- ----------
Boiler Plan (UK) Limited February 2022 Business services 38
------------------------------- ------------------- ------------------------------- ----------
Marketing & advertising
e.fundamentals (Group) Limited January 2022 technology 75
------------------------------- ------------------- ------------------------------- ----------
HiveHR Limited(3) March & April 2022 Software 17
------------------------------- ------------------- ------------------------------- ----------
MirrorWeb Limited May 2022 Software 100
------------------------------- ------------------- ------------------------------- ----------
Push Technology Limited May 2022 Data analytics 100
------------------------------- ------------------- ------------------------------- ----------
Shortbite Limited (trading Marketing & advertising
as DigitalBridge) January 2022 technology 50
------------------------------- ------------------- ------------------------------- ----------
Total follow-on unlisted 380
------------------------------------------------------------------------------------- ----------
Total investments 3,138
------------------------------------------------------------------------------------- ----------
(1) The holding in this investment resulted from the sale of The
GP Service (UK) Limited, which was structured as a share for share
exchange.
(2) Retained minority interest following the sale of Quorum Cyber Security Limited.
(3) Follow-on investment completed in two tranches.
At the period end, the portfolio stood at 95 unlisted and quoted
investments, at a total cost of GBP33.7 million.
Realisations
In December 2021, the sale of online mortgage broker Mojo
Mortgages completed following receipt of regulatory approval. Your
Company first invested in Mojo in 2019, supporting an ambitious
management team to develop its disruptive mortgage broking
technology platform. Mojo's solution provides an innovative hybrid
of online and advised services, capable of managing the entire
process from product price comparison through to the mortgage
application and completion. The sale to RVU, which is part of the
Zoopla Property Group and owns of a number of consumer finance and
comparison sites, generated a total return of up to 1.8x cost
(including monies held in escrow) over the life of the
investment.
Also in December, the sale of cybersecurity technology provider
Quorum Cyber completed. The threat of cyber-attacks has become an
increasingly significant risk for businesses, which was amplified
during the pandemic as companies followed Government advice and
implemented working from home practices which, in some cases,
exposed system weaknesses. Against this backdrop Quorum, which
provides a fully managed, 24/7 cyber risk mitigation platform for
corporate clients, experienced a rapid increase in demand for its
services which, in turn, resulted in strong growth in revenues. The
business increased its customer base through organic growth as well
as via referrals from partners such as Microsoft. An approach to
acquire Quorum was subsequently received from a UK private equity
house and the exit delivered an overall money multiple return of
6.5x cost, inclusive of a retained minority holding in the
business. This retained holding enables your Company to participate
in the future growth of Quorum, which offers the potential for a
further return.
In January 2022, the holding in 3D photonic circuit specialist
Optoscribe was realised through the sale to a US corporate buyer.
Since the Maven VCTs first invested in 2019, the Manager has
supported the company's growth through several funding rounds,
enabling the business to strengthen strategic partnerships and move
into higher volume production. Optoscribe manufactures
high-performance photonic integrated circuits for use by optical
transceiver manufacturers in the production of glass-based 3D
circuits in the telecom, datacom and mobile network markets. Its
technology produces components primarily for the cloud data centre
sector, which has experienced strong growth as consumer demand
increases for access to high quality content. The exit generated a
total return of 1.85x cost over the holding period.
In early March 2022, the residual holding in Global Risk
Partners (Maven Co-invest Endeavour) was provisionally sold to US
listed insurance broker Brown & Brown, with regulatory approval
received shortly after the period end. The acquisition enables
Brown & Brown to establish itself in the UK retail insurance
sector, where it does not currently have a large presence. As part
of the initial sale of Global Risk Partners to Searchlight Capital
Partners in 2020, an element of the sale consideration was
reinvested into the acquiring vehicle. The subsequent sale to Brown
& Brown has resulted in a full exit from this investment and
generated a further return equivalent to 1.24x the original cost,
taking the total money multiple return to 3.38x cost.
Also in March, the holding in energy services specialist RMEC
was realised through the sale to Aberdeen based trade acquirer
Centurion Group. Over the holding period, RMEC has delivered a
consistently strong performance despite the various challenges
within its operating environment. The business traded profitably
throughout the pandemic and, during this time, continued to secure
blue-chip clients and agree long term master service agreements
with key North Sea operators and service companies. The exit
achieved a total return of 2.28x cost over the life of the
investment, inclusive of all income payments.
The table below gives details of all realisations completed
during the reporting period:
Cost of Value at Gain/ (loss)
shares 30 over
Year Complete/ disposed November Sales Realised 30 November
first partial of 2021 proceeds gain/(loss) 2021 value
Realisations invested exit GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
---------------------- ----------- ---------- --------- --------- ---------- ------------ ------------
Unlisted
---------------------- ----------- ---------- --------- --------- ---------- ------------ ------------
Life's Great Group
Limited (trading as
Mojo Mortgages) 2019 Complete 979 1,637 1,637 658 -
---------------------- ----------- ---------- --------- --------- ---------- ------------ ------------
Optoscribe Limited 2018 Complete 188 407 411 223 4
---------------------- ----------- ---------- --------- --------- ---------- ------------ ------------
Quorum Cyber Security
Limited(1) 2020 Complete 400 2,562 2,562 2,162 -
---------------------- ----------- ---------- --------- --------- ---------- ------------ ------------
RMEC Group Limited(2) 2014 Complete 446 724 666 220 (58)
---------------------- ----------- ---------- --------- --------- ---------- ------------ ------------
The GP Service (UK)
Limited(3) 2016 Complete 852 884 1,611 759 727
---------------------- ----------- ---------- --------- --------- ---------- ------------ ------------
Others - - 7 7 7
----------------------------------------------- --------- --------- ---------- ------------ ------------
Total unlisted 2,865 6,214 6,894 4,029 680
----------------------------------------------- --------- --------- ---------- ------------ ------------
Total sales 2,865 6,214 6,894 4,029 680
----------------------------------------------- --------- --------- ---------- ------------ ------------
(1) Proceeds exclude yield received, which is disclosed as
revenue for financial reporting purposes.
(2) Proceeds exclude yield and redemption premium received,
which are disclosed as revenue for financial reporting
purposes.
(3) The holding in The GP Service (UK) Limited was acquired by
Kanabo GP Limited, a subsidiary of Kanabo Group PLC, in a
transaction that was structured as a share for share exchange. In
line with International Private Equity and Venture Capital
Valuation (IPEV) guidelines, the value of the holding has been
adjusted to reflect the market value of the listed Kanabo shares as
at 31 May 2022.
During the period, one private company was struck off the
Register of Companies, resulting in a realised loss of GBP300,000
(cost GBP300,000). 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 May 2022, three new private company holdings have been
added to the portfolio:
-- Novatus Advisory is a regulatory advisory business that helps
financial organisations prevent or remedy regulatory or compliance
issues through the provision of advisory services (both project
based and long term assignments) and also provides bespoke
regulatory software. The company has a strong client base that
includes blue-chip names such as Artemis and Enstar. It recently
invested in software development to create a transaction reporting
tool to help clients to meet legal reporting requirements and
reconcile trades. The VCT funding is being used to progress product
development, particularly within the software side of the
business.
-- XR Games is a developer of virtual reality (VR) and augmented
reality (AR) games, which creates mobile and console-based games
under licence as well as providing a work-for-hire studio. Through
a licence agreement with Sony Picture, XR has developed the VR game
The Angry Birds Movie 2 VR: Under Pressure, which was released for
PlayStation and launched alongside the movie Angry Birds 2. More
recently, XR produced and developed Zombieland VR, a game based on
the film franchise of the same name. XR has become a Microsoft
partner, through its relationship with Sony, and is currently
working on a number of projects and game prototypes. The business
has built a good market reputation and is well positioned to
achieve growth in this expanding sector. The VCT funding is being
used to support the pipeline of game development, enhance the
marketing function and make a number of strategic new hires.
-- Zinc Systems is a provider of a software-based solution for
safety, security and critical event management, which currently
supports clients in four key sectors: retail, corporate,
government, and security and facilities management. Zinc's
solution, which provides support for incidents such as fire, online
fraud or compliance breaches, is fully integrated with a client's
system and configured for mobile access, meaning that critical
information is instantly available and remotely accessible. The
business has achieved good scale and currently has over 30,000
users in over 20 countries, with a strong client list that includes
B&Q, City of London Police and the Environmental Agency. The
VCT funding is being used to enhance the sales and marketing
function and to progress product development.
In July 2022, the holding in e.fundamentals was realised through
a sale to CommerceIQ, a US private equity backed trade
consolidator. The exit generated a total return on investment of
2.35x cost, comprised of an initial cash return of 1x cost plus an
equity stake in the enlarged business, which has the potential to
deliver a further return to shareholders in the future.
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 2021 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 & 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.
In March 2020, the COVID-19 pandemic developed from being an
emerging risk to a principal risk that had implications for the
Company, the Manager, investee companies and both the UK and global
economies. The Board and the Manager have sought to identify all of
the individual risks associated with the pandemic that could impact
on the Company and the steps that are required to mitigate them.
These have been recorded in separate risk registers that will be
reviewed on a regular basis as the situation continues to
evolve.
During the period, the invasion of Ukraine by Russia was added
to the Risk Register as an emerging risk, as the Directors were not
only aware of the heightened cyber security risk but were mindful
of the impact that a change in the underlying economic conditions
could have on the valuation of investment companies, such as
fluctuating interest rates, increased fuel and energy costs, and
the availability of bank finance, all of which can be impacted
during times of geopolitical uncertainty and volatile markets.
Share Buy-backs
Shareholders will be aware that a primary objective for the
Board is to ensure that the Company retains sufficient liquidity
for making investments in line with its stated policy, and for the
continued payment of dividends. However, the Directors also
acknowledge the need to maintain an orderly market in the Company's
shares and have, therefore, delegated authority to the Manager to
buy back shares in the market, for cancellation or to be held in
treasury, subject always to such transactions being in the best
interests of Shareholders.
It is intended that the Company should seek to maintain a share
price discount that is approximately 5% below the latest published
NAV per share, subject to market conditions, available liquidity,
and the maintenance of the Company's VCT qualifying status. During
the period under review, 240,360 shares were bought back at a total
cost of GBP138,000.
VCT Regulatory Update
During the period under review, there have been no further
amendments to the rules governing VCTs. The Spring Budget was
delivered on 23 March 2022 and did not propose any changes to VCT
legislation.
The Directors and the Manager continue to apply the
International Private Equity and Venture Capital Valuation (IPEV)
Guidelines as the central methodology for all private company
valuations. The IPEV Guidelines are the prevailing framework for
fair value information in the private equity and venture capital
industry. In light of the current geopolitical and macroeconomic
uncertainty resulting from the conflict in Ukraine, on 31 March
2022, IPEV reiterated the Special Guidance provided in March 2020,
with respect to assessing the fair value of private company
holdings. The Directors and the Manager continue to follow industry
best practice and adhere to the IPEV Special Guidelines in all
private company valuations.
Environmental, Social and Governance (ESG)
As part of a move towards more sustainable investing, the
Manager has enhanced its investment appraisal process, with ESG now
embedded as a core component within the selection criteria.
Additionally, a robust framework has been developed to ensure that
ESG considerations are monitored and managed carefully throughout
the period of investment.
As previously noted, your Company recently completed a number of
new investments in companies that have strong ESG credentials and
are achieving growth in expanding markets. It is also worthwhile
noting that your Company's exposure to the energy services sector
has been reducing over recent years. Following the sale of RMEC,
this exposure is now only 3% of the portfolio by value, with most
remaining investee companies actively diversifying away from
traditional oil & gas markets and moving into renewable energy
or other adjacent markets to realign their future growth
strategy.
Outlook
Your Company has continued to make positive progress during the
first half of the financial year and, following the success of the
recent fund raising, has sufficient near term liquidity to enable
it to continue to progress its investment strategy. The primary
near term challenge is the impact of inflationary pressures and the
associated risk of constrained economic growth. Against this
background, the Manager will maintain a focused approach in
targeting emerging growth companies operating in sectors and
markets that are likely to be more resilient and less dependent on
discretionary consumer spending.
On behalf of the Board
Maven Capital Partners UK LLP
Secretary
29 July 2022
Summary of Investment Changes
For the six months ended 31 May 2022
Valuation Net investment/ Appreciation/ Valuation
30 November (disinvestment) (depreciation) 31 May 2022
2021 GBP'000 GBP'000 GBP'000 %
GBP'000 %
---------------------- --------------- ---------------- --------------- ----------------
Unlisted investments
Equities 26,728 54.3 (3,158) 1,045 24,615 42.2
Loan stock 8,806 17.9 (577) (178) 8,051 13.8
---------------------- ------- ------ ---------------- --------------- -------- ------
35,534 72.2 (3,735) 867 32,666 56.0
AIM/AQSE investments*
Equities 4,525 9.2 - (1,946) 2,579 4.4
Listed investments
Investment trusts 3,351 6.8 - (299) 3,052 5.2
---------------------- ------- ------ ---------------- --------------- -------- ------
Total investments 43,410 88.2 (3,735) (1,378) 38,297 65.6
Other net assets 5,790 11.8 - 14,187 19,977 34.4
---------------------- ------- ------ ---------------- --------------- -------- ------
Net assets 49,200 100.0 (3,735) 12,809 58,274 100.0
---------------------- ------- ------ ---------------- --------------- -------- ------
* Shares traded on the Alternative Investment Market (AIM) or
the Aquis Stock Exchange (AQSE).
Investment Portfolio Summary
As at 31 May 2022
% of equity
% of % of held by
Valuation Cost total equity other
Investment GBP'000 GBP'000 assets held clients(1)
---------------------------------------------- --------- -------- ------- ------- -----------
Unlisted
---------------------------------------------- --------- -------- ------- ------- -----------
Horizon Ceremonies Limited (trading
as Horizon Cremation) 1,932 1,288 3.4 8.7 44.0
---------------------------------------------- --------- -------- ------- ------- -----------
Bright Network (UK) Limited 1,787 1,015 3.2 8.9 31.0
---------------------------------------------- --------- -------- ------- ------- -----------
Relative Insight Limited 1,505 700 2.6 3.8 7.1
---------------------------------------------- --------- -------- ------- ------- -----------
e.fundamentals (Group) Limited 1,426 642 2.4 3.8 7.1
---------------------------------------------- --------- -------- ------- ------- -----------
Rockar 2016 Limited (trading as Rockar) 1,368 928 2.3 4.8 16.8
---------------------------------------------- --------- -------- ------- ------- -----------
Martel Instruments Holdings Limited 1,278 671 2.2 12.4 31.8
---------------------------------------------- --------- -------- ------- ------- -----------
Delio Limited 1,246 533 2.1 2.5 9.7
---------------------------------------------- --------- -------- ------- ------- -----------
Ensco 969 Limited (trading as DPP) 1,236 1,133 2.1 4.8 29.7
---------------------------------------------- --------- -------- ------- ------- -----------
Nano Interactive Group Limited 1,126 625 1.9 3.7 11.2
---------------------------------------------- --------- -------- ------- ------- -----------
Vodat Communications Group (VCG) Holding
Limited (formerly Vodat Communications
Group Limited) 1,024 567 1.8 4.2 22.6
---------------------------------------------- --------- -------- ------- ------- -----------
Contego Solutions Limited (trading
as NorthRow) 997 997 1.7 8.7 23.5
---------------------------------------------- --------- -------- ------- ------- -----------
CB Technology Group Limited 914 558 1.6 11.2 67.7
---------------------------------------------- --------- -------- ------- ------- -----------
Filtered Technologies Limited 816 750 1.4 7.6 17.8
---------------------------------------------- --------- -------- ------- ------- -----------
WaterBear Education Limited 785 370 1.3 7.8 31.4
---------------------------------------------- --------- -------- ------- ------- -----------
Precursive Limited 750 750 1.3 5.4 28.8
---------------------------------------------- --------- -------- ------- ------- -----------
Hublsoft Group Limited 750 600 1.3 9.4 21.9
---------------------------------------------- --------- -------- ------- ------- -----------
BioAscent Discovery Limited 744 199 1.3 5.0 35.0
---------------------------------------------- --------- -------- ------- ------- -----------
Cardinality Limited 668 448 1.1 4.5 20.5
---------------------------------------------- --------- -------- ------- ------- -----------
QikServe Limited 658 658 1.1 3.0 12.8
---------------------------------------------- --------- -------- ------- ------- -----------
TC Communications Holdings Limited 645 980 1.1 8.3 21.7
---------------------------------------------- --------- -------- ------- ------- -----------
Cat Tech International Limited 627 627 1.1 6.0 24.0
---------------------------------------------- --------- -------- ------- ------- -----------
Push Technology Limited 625 625 1.1 2.8 8.5
---------------------------------------------- --------- -------- ------- ------- -----------
Flow UK Holdings Limited 597 597 1.0 7.0 28.0
---------------------------------------------- --------- -------- ------- ------- -----------
MirrorWeb Limited 562 400 1.0 3.4 41.4
---------------------------------------------- --------- -------- ------- ------- -----------
Glacier Energy Services Holdings Limited 544 686 0.9 2.6 25.0
---------------------------------------------- --------- -------- ------- ------- -----------
HCS Control Systems Group Limited 539 746 0.9 6.1 30.4
---------------------------------------------- --------- -------- ------- ------- -----------
Kanabo GP Limited(2) 509 1,611 0.9 13.5 53.6
---------------------------------------------- --------- -------- ------- ------- -----------
Horizon Technologies Consultants Limited 506 448 0.9 3.1 14.1
---------------------------------------------- --------- -------- ------- ------- -----------
Maven Co-Invest Endeavour Limited Partnership 499 2 0.9 8.1 91.9
---------------------------------------------- --------- -------- ------- ------- -----------
Whiterock Group Limited 485 320 0.8 5.1 24.9
---------------------------------------------- --------- -------- ------- ------- -----------
HiveHR Limited 476 317 0.8 4.4 40.2
---------------------------------------------- --------- -------- ------- ------- -----------
As at 31 May 2022
% of equity
held by
Valuation Cost % of total % of equity other
Investment GBP'000 GBP'000 assets held clients(1)
--------------------------------------------- --------- -------- ---------- ----------- -----------
Unlisted (continued)
--------------------------------------------- --------- -------- ---------- ----------- -----------
CODILINK UK Limited (trading as Coniq) 450 450 0.8 1.3 3.6
--------------------------------------------- --------- -------- ---------- ----------- -----------
GradTouch Limited 400 400 0.7 4.6 35.4
--------------------------------------------- --------- -------- ---------- ----------- -----------
ebb3 Limited 366 326 0.6 6.9 51.7
--------------------------------------------- --------- -------- ---------- ----------- -----------
Project Falcon Topco Limited (trading
as Quorum Cyber)(3) 335 335 0.6 1.0 1.9
--------------------------------------------- --------- -------- ---------- ----------- -----------
Growth Capital Ventures Limited 331 319 0.6 5.8 41.6
--------------------------------------------- --------- -------- ---------- ----------- -----------
The Algorithm People Limited 300 300 0.5 6.3 10.6
--------------------------------------------- --------- -------- ---------- ----------- -----------
Enpal Limited (trading as Guru Systems) 299 299 0.5 3.2 18.4
--------------------------------------------- --------- -------- ---------- ----------- -----------
Liftango Group Limited 298 298 0.5 1.8 12.1
--------------------------------------------- --------- -------- ---------- ----------- -----------
Snappy Shopper Limited 298 298 0.5 0.4 1.4
--------------------------------------------- --------- -------- ---------- ----------- -----------
mypura.com Group Limited (trading
as Pura) 216 216 0.4 1.0 17.8
--------------------------------------------- --------- -------- ---------- ----------- -----------
Rico Developments Limited (trading
as Adimo) 200 200 0.3 1.5 8.2
--------------------------------------------- --------- -------- ---------- ----------- -----------
Atterley.com Holdings Limited 199 199 0.3 2.5 15.2
--------------------------------------------- --------- -------- ---------- ----------- -----------
Draper & Dash Limited (trading as
RwHealth) 199 199 0.3 1.0 12.6
--------------------------------------------- --------- -------- ---------- ----------- -----------
FodaBox Limited 199 199 0.3 1.4 9.4
--------------------------------------------- --------- -------- ---------- ----------- -----------
CYSIAM Limited 199 199 0.3 3.5 16.5
--------------------------------------------- --------- -------- ---------- ----------- -----------
R&M Engineering Group Limited 172 761 0.3 8.3 62.3
--------------------------------------------- --------- -------- ---------- ----------- -----------
ISN Solutions Group Limited 127 321 0.2 4.5 50.5
--------------------------------------------- --------- -------- ---------- ----------- -----------
Shortbite Limited (trading as DigitalBridge) 106 275 0.2 1.0 23.9
--------------------------------------------- --------- -------- ---------- ----------- -----------
RevLifter Limited 100 100 0.2 1.1 19.3
--------------------------------------------- --------- -------- ---------- ----------- -----------
Reed Thermoformed Packaging Limited
(trading as iPac) 99 99 0.2 0.6 11.9
--------------------------------------------- --------- -------- ---------- ----------- -----------
Intilery.com Limited 75 75 0.1 0.6 58.6
--------------------------------------------- --------- -------- ---------- ----------- -----------
Honcho Markets Limited 65 64 0.1 1.2 23.5
--------------------------------------------- --------- -------- ---------- ----------- -----------
Other unlisted investments 9 1,092 -
--------------------------------------------- --------- -------- ---------- ----------- -----------
Total unlisted 32,666 27,815 56.0
--------------------------------------------- --------- -------- ---------- ----------- -----------
As at 31 May 2022
% of equity
held by
Valuation Cost % of total % of equity other
Investment GBP'000 GBP'000 assets held clients(1)
---------------------------- --------- -------- ---------- ----------- -----------
Quoted
---------------------------- --------- -------- ---------- ----------- -----------
GENinCode PLC 676 598 1.2 3.5 7.5
---------------------------- --------- -------- ---------- ----------- -----------
MaxCyte Inc 294 137 0.6 0.1 0.1
---------------------------- --------- -------- ---------- ----------- -----------
Diaceutics PLC 228 161 0.4 0.3 0.3
---------------------------- --------- -------- ---------- ----------- -----------
C4X Discovery Holdings PLC 195 119 0.3 0.3 0.6
---------------------------- --------- -------- ---------- ----------- -----------
Faron Pharmaceuticals Oy 158 250 0.3 0.1 0.1
---------------------------- --------- -------- ---------- ----------- -----------
ReNeuron Group PLC 131 278 0.2 0.7 1.4
---------------------------- --------- -------- ---------- ----------- -----------
Polarean Imaging PLC 110 129 0.2 0.1 0.5
---------------------------- --------- -------- ---------- ----------- -----------
Crossword Cybersecurity PLC 110 122 0.2 0.5 2.1
---------------------------- --------- -------- ---------- ----------- -----------
Destiny Pharma PLC 102 150 0.2 0.3 1.2
---------------------------- --------- -------- ---------- ----------- -----------
AFC Energy PLC 96 57 0.2 - -
---------------------------- --------- -------- ---------- ----------- -----------
Pelatro PLC 86 146 0.1 0.7 2.0
---------------------------- --------- -------- ---------- ----------- -----------
Feedback PLC 73 121 0.1 0.5 1.3
---------------------------- --------- -------- ---------- ----------- -----------
Eden Research PLC 58 83 0.1 0.4 1.0
---------------------------- --------- -------- ---------- ----------- -----------
Spectral MD Holdings PLC 57 99 0.1 0.1 0.1
---------------------------- --------- -------- ---------- ----------- -----------
Oncimmune Holdings PLC 53 100 0.1 0.1 0.5
---------------------------- --------- -------- ---------- ----------- -----------
RUA Life Sciences PLC 37 100 0.1 0.4 1.3
---------------------------- --------- -------- ---------- ----------- -----------
Seeen PLC 23 75 - 0.3 1.4
---------------------------- --------- -------- ---------- ----------- -----------
Diurnal Group PLC 23 62 - 0.1 0.4
---------------------------- --------- -------- ---------- ----------- -----------
Vianet Group PLC 21 31 - 0.1 1.4
---------------------------- --------- -------- ---------- ----------- -----------
Osirium Technologies PLC 20 100 - 0.6 3.8
---------------------------- --------- -------- ---------- ----------- -----------
Trackwise Designs PLC 20 27 - 0.1 0.3
---------------------------- --------- -------- ---------- ----------- -----------
DeepMatter Group PLC 8 98 - 0.2 0.4
---------------------------- --------- -------- ---------- ----------- -----------
Other quoted investments - 584 -
---------------------------- --------- -------- ---------- ----------- -----------
Total quoted 2,579 3,627 4.4
---------------------------- --------- -------- ---------- ----------- -----------
As at 31 May 2022
% of equity
held by
Valuation Cost % of total % of equity other
Investment GBP'000 GBP'000 assets held clients(1)
------------------------------------------- --------- -------- ---------- ----------- -----------
Private equity investment trusts
------------------------------------------- --------- -------- ---------- ----------- -----------
HgCapital Trust PLC 489 249 0.8 - 0.1
------------------------------------------- --------- -------- ---------- ----------- -----------
ICG Enterprise Trust PLC 425 334 0.7 0.1 0.1
------------------------------------------- --------- -------- ---------- ----------- -----------
HarbourVest Global Private Equity Limited 413 250 0.7 - 0.1
------------------------------------------- --------- -------- ---------- ----------- -----------
BMO Private Equity Trust PLC (formerly
F&C Private Equity Trust PLC) 327 253 0.6 0.1 0.3
------------------------------------------- --------- -------- ---------- ----------- -----------
Apax Global Alpha Limited 325 250 0.6 - 0.1
------------------------------------------- --------- -------- ---------- ----------- -----------
Princess Private Equity Holding Limited 308 270 0.5 0.1 0.1
------------------------------------------- --------- -------- ---------- ----------- -----------
Pantheon International PLC 252 180 0.4 - 0.1
------------------------------------------- --------- -------- ---------- ----------- -----------
abrdn Private Equity Opportunities
Trust PLC (formerly Standard Life Private
Equity Trust PLC) 170 110 0.3 - 0.1
------------------------------------------- --------- -------- ---------- ----------- -----------
Total private equity investment trusts 2,709 1,896 4.6
------------------------------------------- --------- -------- ---------- ----------- -----------
Real estate investment trusts
------------------------------------------- --------- -------- ---------- ----------- -----------
Target Healthcare REIT PLC 103 96 0.2 - 0.1
------------------------------------------- --------- -------- ---------- ----------- -----------
Schroder REIT Limited 92 107 0.2 - 0.1
------------------------------------------- --------- -------- ---------- ----------- -----------
Regional REIT Limited 89 101 0.1 - 0.1
------------------------------------------- --------- -------- ---------- ----------- -----------
Custodian REIT PLC 59 71 0.1 - -
------------------------------------------- --------- -------- ---------- ----------- -----------
Total real estate investment trusts 343 375 0.6
------------------------------------------- --------- -------- ---------- ----------- -----------
Total investments 38,297 33,713 65.6
------------------------------------------- --------- -------- ---------- ----------- -----------
(1) Other clients of Maven Capital Partners UK LLP.
(2) The holding in this investment resulted from the sale of The
GP Service (UK) Limited to Kanabo GP Limited in a share for share
exchange. In line with IPEV guidelines, the valuation has been
adjusted to reflect the market value of the listed Kanabo shares as
at 31 May 2022.
(3) Retained minority interest following the sale of Quorum Cyber Security Limited.
Shaded line indicates that the investment was completed pre
2015.
Income Statement
As at 31 May 2022
Six months ended Six months ended Year ended
31 May 2022 31 May 2021 30 November 2021
(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
------------------------------ ------- -------- -------- -------- ------- ------- -------- ------- -------
(Losses)/gains on investments - (1,378) (1,378) - 5,488 5,488 - 8,550 8,550
Income from investments 435 - 435 302 - 302 755 - 755
Other income 3 - 3 1 - 1 2 - 2
Investment management
fees (132) (528) (660) (263) (1,054) (1,317) (444) (1,776) (2,220)
Other expenses (179) - (179) (138) - (138) (356) - (356)
------------------------------ ------- -------- -------- -------- ------- ------- -------- ------- -------
Net return on ordinary
activities before taxation 127 (1,906) (1,779) (98) 4,434 4,336 (43) 6,774 6,731
Tax on ordinary activities (8) 8 - - - - - - -
------------------------------ ------- -------- -------- -------- ------- ------- -------- ------- -------
Return attributable to
Equity Shareholders 119 (1,898) (1,779) (98) 4,434 4,336 (43) 6,774 6,731
------------------------------ ------- -------- -------- -------- ------- ------- -------- ------- -------
Earnings per share (pence) 0.13 (2.10) (1.97) (0.13) 5.58 5.45 (0.05) 8.54 8.49
------------------------------ ------- -------- -------- -------- ------- ------- -------- ------- -------
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
Six months ended 31 May 2022
Non-distributable reserves Distributable reserves
Six months ended Capital Capital Special
Share Capital
Share premium Redemption Reserve reserve Distributable Revenue
31 May 2022 capital account reserve unrealised realised reserve reserve Total
(unaudited) GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
------------------ --------- --------- ------------ ------------ --------- --------------- --------- ---------
At 30 November
2021 7,866 6,436 287 9,669 (1,823) 26,020 745 49,200
Net return - - - (5,085) 3,707 (520) 119 (1,779)
Dividends paid - - - - - (3,299) - (3,299)
Repurchase and (24) - 24 - - (138) - (138)
cancellation of
shares
Net proceeds of
share
issue 2,303 11,841 - - - - - 14,144
Net proceeds of
DIS
issue 28 118 - - - - - 146
------------------ --------- --------- ------------ ------------ --------- --------------- --------- ---------
At 31 May 2022 10,173 18,395 311 (4,584) 1,884 22,063 864 58,274
------------------ --------- --------- ------------ ------------ --------- --------------- --------- ---------
Non-distributable reserves Distributable reserves
Six months ended Capital Capital Special
Share Capital
Share premium redemption reserve reserve distributable Revenue
31 May 2021 capital account reserve unrealised realised reserve reserve Total
(unaudited) GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
------------------ --------- --------- ------------ ------------ --------- --------------- --------- ---------
At 30 November
2020 7,965 6,285 153 (722) 18 30,332 788 44,819
Net return - - - 6,536 (1,048) (1,054) (98) 4,336
Dividends paid - - - - - (794) - (794)
Repurchase and (55) - 55 - - (294) - (294)
cancellation of
shares
Net proceeds of
DIS
issue 15 74 - - - - - 89
------------------ --------- --------- ------------ ------------ --------- --------------- --------- ---------
At 31 May 2021 7,925 6,359 208 5,814 (1,030) 28,190 690 48,156
------------------ --------- --------- ------------ ------------ --------- --------------- --------- ---------
Non-distributable reserves Distributable reserves
Year ended Capital Capital Special
Share Capital
Share premium redemption reserve reserve distributable Revenue
30 November 2021 capital account reserve unrealised realised reserve reserve Total
(audited) GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
------------------- --------- --------- ------------ ------------ --------- --------------- --------- ---------
At 30 November 2020 7,965 6,285 153 (722) 18 30,332 788 44,819
Net return - - - 10,391 (1,841) (1,776) (43) 6,731
Dividends paid - - - - - (1,783) - (1,783)
Repurchase and (134) - 134 - - (753) - (753)
cancellation of
shares
Net proceeds of DIS
issue 35 151 - - - - - 186
------------------- --------- --------- ------------ ------------ --------- --------------- --------- ---------
At 30 November 2021 7,866 6,436 287 9,669 (1,823) 26,020 745 49,200
------------------- --------- --------- ------------ ------------ --------- --------------- --------- ---------
The accompanying Notes are an integral part of the Financial
Statements.
Balance Sheet
As at 31 May 2022
31 May 2022 31 May 2021 30 November 2021
(unaudited) (unaudited) (audited)
GBP'000 GBP'000 GBP'000
------------------------------------ ------------ ------------ ----------------
Fixed assets
Investments at fair value through
profit or loss 38,297 40,139 43,410
Current assets
Debtors 512 392 508
Cash 19,528 8,397 5,648
------------------------------------ ------------ ------------ ----------------
20,040 8,789 6,156
Creditors
Amounts falling due within one year (63) (772) (366)
------------------------------------ ------------ ------------ ----------------
Net current assets 19,977 8,017 5,790
------------------------------------ ------------ ------------ ----------------
Net assets 58,274 48,156 49,200
------------------------------------ ------------ ------------ ----------------
Capital and reserves
Called up share capital 10,173 7,925 7,866
Share premium account 18,395 6,359 6,436
Capital redemption reserve 311 208 287
Capital reserve - unrealised 4,584 5,814 9,669
Capital reserve - realised 1,884 (1,030) (1,823)
Special distributable reserve 22,063 28,190 26,020
Revenue reserve 864 690 745
------------------------------------ ------------ ------------ ----------------
Net assets attributable to Ordinary
Shareholders 58,274 48,156 49,200
------------------------------------ ------------ ------------ ----------------
Net asset value per Ordinary Share
(pence) 57.28 60.76 62.55
------------------------------------ ------------ ------------ ----------------
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
29 July 2022
The accompanying Notes are an integral part of the Financial
Statements.
Cash Flow Statement
For the six months ended 31 May 2022
Six months ended Six months ended Year ended
31 May 2022 (unaudited) 31 May 2021 (unaudited) 30 November 2021(audited)
GBP'000 GBP'000 GBP'000
-------------------------------------- ------------------------ ------------------------ --------------------------
Net cash flows from operating
activities (735) (458) (1,574)
Cash flows from investing activities
Purchase of investments (1,527) (1,800) (3,334)
Sale of investments 5,289 1,176 2,428
-------------------------------------- ------------------------ ------------------------ --------------------------
Net cash flows from investing
activities 3,762 (624) (906)
-------------------------------------- ------------------------ ------------------------ --------------------------
Cash flows from financing activities
Equity dividends paid (3,299) (794) (1,783)
Issue of Ordinary Shares 14,290 89 186
Repurchase of Ordinary Shares (138) (294) (753)
-------------------------------------- ------------------------ ------------------------ --------------------------
Net cash flows from financing
activities 10,853 (999) (2,350)
-------------------------------------- ------------------------ ------------------------ --------------------------
Net increase/(decrease) in cash 13,880 (2,081) (4,830)
-------------------------------------- ------------------------ ------------------------ --------------------------
Cash as at beginning of period 5,648 10,478 10,478
Cash at end of period 19,528 8,397 5,648
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 2022
and the six months ended 31 May 2021 comprises non-statutory
accounts within the meaning of S435 of the Companies Act 2006. The
financial information contained in this report has been prepared
based on the accounting policies set out in the Annual Report and
Financial Statements for the year ended 30 November 2021, 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 redemption reserve
The nominal value of shares repurchased and cancelled is
represented in the capital redemption reserve. This reserve is
non-distributable.
Capital reserve - unrealised
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. This reserve is
non-distributable.
Capital reserve - realised
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. 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
account. The special distributable reserve also represents capital
dividends, capital investment management fees and the tax effect of
capital items. This reserve is distributable.
Revenue reserve
The revenue reserve represents accumulated profits retained by
the Company that have not been distributed to Shareholders. This
reserve is distributable.
3. Return per Ordinary Share
Six months ended 31
May 2022
---------------------------------------------- --------------------
The returns per share have been based on the
following figures:
Weighted average number of Ordinary Shares 90,438,570
Revenue return GBP119,000
Capital return (GBP1,898,000)
---------------------------------------------- --------------------
Total return (GBP1,779,000)
---------------------------------------------- --------------------
Directors' Responsibility Statement
Each Director believes that, to the best of their knowledge:
-- the Financial Statements for the six months ended 31 May 2022
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
and emerging risks and uncertainties facing the Company during the
second six months, of the year ending 30 November 2022; 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 2022, which was 101,728,082.
A summary of investment changes for the six months under review and
an investment portfolio summary as at 31 May 2022 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
29 July 2022
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END
IR BKLFLLDLLBBL
(END) Dow Jones Newswires
July 29, 2022 06:26 ET (10:26 GMT)
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