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| Share Name | Share Symbol | Market | Type | Share ISIN | Share Description |
|---|---|---|---|---|---|
| Hargreave Hale Aim Vct Plc | LSE:HHV | London | Ordinary Share | GB00B02WHS05 | ORD 1P |
| Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
|---|---|---|---|---|---|---|---|---|---|---|
| 0.00 | 0.00% | 40.80 | 40.00 | 41.60 | 40.80 | 40.80 | 40.80 | 617 | 01:00:00 |
| Industry Sector | Turnover | Profit | EPS - Basic | PE Ratio | Market Cap |
|---|---|---|---|---|---|
| Investors, Nec | -25.84M | -29.73M | -0.0866 | -4.71 | 140.1M |
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Hargreave Hale AIM VCT Plc
Unaudited Interim Results for the six month period ending 31 March 2019
FINANCIAL HIGHLIGHTS
Ordinary Shares (as at 31
March): 31 March 2019 31 March 2018 30 September 2018(1)
Net asset value per share 70.67p 81.74p 87.59p
Cumulative distributions
paid per share since
launch 53.65p 48.25p 50.00p
Total return per share 124.32p 129.99p 137.59p
Earnings per share (basic
and diluted):
Revenue return (0.08)p (0.43)p (0.19)p
Capital return (13.34)p 2.71p 11.81p
Combined return (13.42)p 2.28p 11.62p
Dividends per share:
Interim proposed/paid 1.50p 1.75p 1.75p
Special dividend - - 1.00p
Final paid - - 2.65p
Ongoing Expense Ratio(2) 1.90% 1.98% 1.87%
(1) 30 September 2018 financial highlights represent annual results
(2) Calculated following the AIC's recommended methodology.
The Company's investment objectives are:
-- to invest in a diversified portfolio of small UK based qualifying
companies on a high risk, medium term capital growth basis, primarily
being companies which are traded on AIM and which have the opportunity
for significant value appreciation;
-- to invest in smaller companies which may not be readily accessible to
private individuals and which also tend to be more risky;
-- to maximise distributions to shareholders from capital gains and income
generated from the Company's funds;
-- targeted investment in equities which are non-qualifying investments on
an opportunistic basis; and
-- to maintain the Company's exposure to small companies through an initial
investment of new capital into the Marlborough Special Situations Fund
pending investment into qualifying companies.
Chairman's statement
Introduction
Following the success of our offer for subscription which raised GBP25
million, I would like to welcome a large number of new shareholders.
Performance
At 31 March 2019, the Net Asset Value (NAV) was 70.67 pence which after
adjusting for the dividends paid gives a Total Return (NAV per share
plus distributed earnings per share) since inception of 124.32 pence.
The earnings per share combined return for the period was a loss of
13.42 pence per share (comprising revenue losses of 0.08 pence and
capital losses of 13.34 pence).
The NAV Total Return (NAV plus dividends paid) for the period was a loss
of 15.2% compared to a fall of 16.0% in the FTSE AIM All Share Total
Return Index.
Investments
The investment manager, Hargreave Hale Limited, invested a further
GBP9.23 million in 10 qualifying companies during the period. The fair
value of qualifying investments at 31 March 2019 was GBP76.20 million
invested in 81 AIM companies and 9 unquoted companies. The balance of
the fund was held in a mix of cash and non-qualifying equities.
At 31 March 2019 the VCT was 92.03% invested as measured by HMRC.
Dividend
A final dividend for the year ended 30 September 2018 of 2.65 pence was
paid on 8 February 2019. A special dividend of 1 penny was paid on 24
October 2018.
An interim dividend of 1.50 pence (2018: 1.75 pence) will be paid on 26
July 2019, with an ex-dividend date of 4 July 2019 and a record date of
5 July 2019.
The Directors continue to maintain their policy of targeting a tax free
dividend yield equivalent to 5% of the year end NAV. The ability to pay
dividends is also dependent on the Company's available reserves and cash
resources, the Companies Act and the Listing Rules. The policy is non
binding and at the discretion of the Board. Dividend payments may vary
from year to year in both quantum and timing. Dividends will vary with
investment performance; in good years, the Directors may consider a
higher dividend payment; in poor years, the Directors may reduce or even
pay no dividend.
Buybacks
We have been able to maintain our policy of offering our shareholders an
efficient exit route through the buyback scheme. In total, 2,204,772
shares were repurchased during the six month period ending 31 March 2019
at an average price of 73.68 pence per share. Since the period end a
further 921,507 shares have been repurchased at an average price of
68.84 pence.
The Board continues to target a share price discount of 5% to the NAV
per share (as measured against the mid-price) for market purchases. It
should be emphasised that this target is non-binding and depends upon a
range of factors, including the Company's liquidity, its shareholder
permissions and market conditions. The Company has a 5 year average
share price discount on buybacks of 5.24%.
Offer for subscription
The Directors of the Company announced on 19 September 2018 the launch
of a new offer for subscription for shares to raise up to GBP20 million,
together with an over-allotment facility of up to a further GBP10
million. The offer was approved by shareholders of the Company at a
general meeting on 19 October 2018 and was open to both new and existing
shareholders. On 28 November 2018, the Company announced it had received
valid applications in excess of GBP20 million and, accordingly, the
Directors confirmed they were releasing GBP5 million of the available
GBP10 million over-allotment facility. On 24 January 2019, the Company
announced it had received valid applications in respect of the full GBP5
million over-allotment facility and closed the offer for further
applications at that time. On 11 April 2019, the Directors announced the
offer was closed.
The offer has resulted in gross funds being received of GBP25.0 million
and the issue of 31.4 million new shares in the Company.
Cost efficiency
Your Board reviews costs incurred by the Company on a regular basis and
are focused on maintaining a competitively low ongoing expense ratio. I
am pleased to report that the period end ongoing expense ratio was 1.90%
when calculated in accordance with the AIC's "Ongoing Charges"
methodology, which includes any indirect costs incurred by underlying
investment funds such as the Marlborough Special Situations Fund. The
ongoing expense ratio will rise in the second half of the year due to
the increased investment management fee that took effect from 1 April
2019 but will remain competitive when compared with similar companies.
As the investment manager to the Company and the investment advisor to
the Marlborough Special Situation Fund, Hargreave Hale Limited makes an
adjustment to its investment management fee to ensure the VCT is not
charged twice for their services.
Total costs as measured under the EU rules and published in the
Company's Key Information Document are also monitored by the Board. This
measure is calculated using a different methodology and includes
transaction costs therefore showing a higher figure than the published
ongoing charge ratio.
Hargreave Hale Limited integration with Canaccord Genuity Wealth Limited
The integration of Hargreave Hale's private client business into
Canaccord Genuity Wealth Limited was completed on 8 April 2019. The fund
management business remains with Hargreave Hale Limited, a wholly owned
subsidiary of Canaccord Genuity Wealth Limited.
New agreements
Following the acquisition of Hargreave Hale Limited (HH) by Canaccord
Genuity Wealth Limited (CGWL) the Company has entered into a series of
new agreements with CGWL.
As previously announced, on 5 April 2019 the Company entered into a new
custody agreement with CGWL. Under the terms of the new custody
agreement the annual custody fee was increased from GBP10,000 to
GBP30,000. On 25 June 2019, the Company entered into new administration
and secretarial contracts with CGWL. As part of the new arrangements
Stuart Brookes will be replaced by CGWL as the Company's named company
secretary. Under the new agreements the annual fee for administration
services increases from GBP110,000 to GBP195,000. The fee for
secretarial services remains unchanged at GBP17,000.
Investment management will continue to be provided by HH under a new
agreement which commenced on 25 June 2019. As previously disclosed the
annual fee payable to the investment manager increased to 1.7% with
effect from 1 April 2019. The annual fee continues at this rate under
the new agreement. The investment manager's previous entitlement to earn
a performance fee has been removed under the updated arrangements.
Related party transactions
As the Company's investment manager, HH is a related party to the
Company for the purposes of the Listing Rules. As HH and CGWL are part
of the CGWM group, CGWL also falls within the definition of a related
party as they are part of the same group as the investment manager.
In addition to the new agreements set out above the Board have resolved
to increase the Directors' fees. Oliver Bedford, a non-executive
director of the Company is also an employee of the investment manager
and the fee in respect of his position on the Board is paid to the
investment manager.
The Company announced the increase in the investment manager's fees and
the new custody arrangements on 16 May 2018 and 10 April 2019
respectively.
When aggregated with the commission received by the investment manager
in relation to the offer agreement entered into on 19 September 2018 the
increase in the annual administration fees, custody fees and the
director's fee paid to HH in respect of Oliver Bedford's appointment are
classified as smaller related party transactions as defined in LR
11.1.10R.
VCT fund management team
With effect from 1 July 2019, Oliver Bedford will assume the role of
lead manager of the Hargreave Hale AIM VCT plc. He will be supported by
Lucy Bloomfield who becomes a co-manager of the VCT and will work
closely with Oliver Bedford to deliver the investment strategy. Giles
Hargreave will continue to act as a co-manager to the VCT and will focus
primarily on supporting the delivery of the non-qualifying investment
strategy through the direct investment of the Company's capital into
listed equities as permitted by the VCT rules.
Board composition
The Directors have decided that it would be beneficial to the Company,
to increase diversity and to recruit another independent non-executive
director with skills that are complementary to the existing directors.
To that end a recruitment consultant has been appointed to initiate the
process and I look forward to updating shareholders in due course.
Having been chairman of your Board since the Company was founded in
2004, I have decided that I will step down as chairman at the next AGM
at which point David Brock will succeed me. In due course we will
recruit an additional director at which time I intend to retire fully.
We have reviewed the directors' remuneration which was last changed in
2015. At a time when we will be seeking to recruit new directors to the
Board it is important that the directors' fees are competitive with
those paid by other VCTs in order that we can attract strong candidates
to the Company. With that in mind, it was decided that the chairman
should receive GBP32,000 and the other directors GBP25,000 with an extra
GBP3,000 for the chairman of the audit committee. These changes will
take effect from 1 October 2019.
Regulatory update
There were no major changes to VCT legislation during the period under
review.
VCT status
To maintain its status as a Venture Capital Trust, the Company is
currently required to invest at least 70% of the net funds raised in any
one accounting period into qualifying companies by the start of the
accounting period containing the third anniversary of the date on which
the funds were raised. This is often referred to as the 'investment
test'. I am pleased to report that we continue to perform well against
this test and, at the period end, the investment test was 92.03% when
measured using HMRC's methodology. Legislation introduced through the
Finance Act 2018 will apply to the Company from the start of the next
financial year and result in an increase in the investment test to 80%.
The Company's investment test has consistently tracked ahead of this
higher threshold, giving the Board confidence that the Company can meet
this new requirement when it comes into effect on 1 October 2019. The
Company satisfied all other tests relevant to its status as a Venture
Capital Trust.
Key information document
The EU's PRIIPs regulation came into effect in January 2018. The intent
is to increase customer protection by improving the functioning of
financial markets and in this instance through the Key Information
Document (KID) to provide shareholders with more information about the
risks, potential returns and charges within VCTs. The regulation
requires the Company to publish a KID. Retail investors must now be
directed to this before buying shares in the Company. The KID is
published on the Company website at
www.hargreaveaimvcts.co.uk/document-library.
The document has been prepared using the methodology prescribed in the
PRIIPS regulation. Although well intended, there are widespread concerns
about the application of some aspects of the prescribed methodologies to
VCTs. Specifically, there are concerns that:
1. the risk score may be understating the level of risk; and
2. investment performance scenarios may indicate future returns for
shareholders that are too optimistic.
The Association of Investment Companies has engaged on this matter and
it is hoped that these issues will be resolved in the future. In the
meantime, the Board would like shareholders to continue to classify VCTs
as a high risk investment.
Post period end update
Stock markets are constantly adjusting to developments that are one way
or another linked to domestic or global politics. Overlaying that has
been concern of a synchronised slowdown in the UK, Europe, the US
(albeit not in the short-term) and China as signalled by the reductions
in the various (Government) benchmark yields and the potential for
monetary or fiscal policy responses. The FTSE 100 endured a sustained
sell off in late April and early May. Subsequent conditions have been
easier to operate within, although the currency markets and FTSE 250
hint at a more cautious view of BREXIT starting to re-emerge, perhaps
reflecting comments made by those looking to succeed Theresa May as
Prime Minister. Although the AIM Index has been relatively quiet,
primary market activity remains very subdued, particularly when it comes
to IPO activity. There have been just 4 IPOs on AIM in the 5 months to
31 May 2019 (5m to 31 May 2018: 15). Of these, just one has been VCT
qualifying.
The NAV has increased by 2.3% to 72.31 pence (21 June 2019) since period
end, broadly tracking the FTSE 100 Total Return Index +3.0% and the AIM
All-Share +1.8%. The investment manager has continued to deploy capital
into qualifying companies in line with the budget, despite the
challenges within the public markets. GBP1.9m has been invested as
follow on qualifying investments into existing portfolio companies since
the period end, GBP0.8m was invested into an existing AIM qualifying
company with the balance invested through follow on investments into 3
private companies.
As of 25 June 2019, the share price of 68.50 pence represented a
discount of 5.3% to the last published net asset value per share.
Outlook
After a positive end to last year the markets had a large set back
during the first half of this year and whilst we have seen some
improvement in the last few months the overall position is down. The
current uncertainty within parliament with regards to Brexit looks set
to carry on until October and quite possibly beyond. We live in
uncertain times. Under these unprecedented circumstances, the major
indices have held up reasonably well. We continue to see some
interesting unquoted opportunities, enough to ensure we are making good
progress against our year end investment targets. Although there have
been very few IPOs on AIM, we continue to see reasonable demand for
growth capital from within our existing portfolio of companies and from
other VCT qualifying companies listed on AIM.
Whilst we are constantly finding and investing in new and exciting young
companies, your Company has a good spread of more established that
should be able to weather which looks to be a volatile period ahead.
Sir Aubrey Brocklebank
Chairman
Date: 27 June 2019
Investment manager's report
Introduction
This report covers the first half of the 2018/19 financial year, 1
October 2018 to 31 March 2019. The investment manager's report contains
references to movements in the Net Asset Value (NAV) per share and Total
Return per share (NAV per share plus distributed earnings per share).
Movements in the NAV per share do not necessarily mirror the earnings
per share (EPS) reported in the accounts and elsewhere, which convey the
profit after tax of the Company within the reported period as a function
of the weighted average number of shares in issue for the period.
Investment performance measures contained in this report are calculated
on a pence per share basis and include realised and unrealised gains and
losses.
Investment report
The period under review included more uncertainty and considerable
volatility. The political landscape, at home and abroad, is contentious
and increasingly confrontational. More recently, commentators have
started to question the capacity for the US economy to continue to grow,
with the US yield curve hinting at a possible recession in 2020. The
strength of the Chinese economy and the potential impact of the trade
dispute with the US has been another source of concern for many
companies and commentators. US equities, in particular the large US
technology companies, had a substantial pullback in late 2018, further
damaging sentiment in the US and further afield. The UK and European
economies have continued along a path of sub-trend growth.
We continue to grapple with the potential direction and impact of BREXIT
on our portfolio. By and large, most companies continue to trade
perfectly well. However, the uncertainty is clearly weighing on a small
number of companies and we increasingly see evidence of more companies
deferring investment and consumers taking a more cautious approach to
discretionary spending. In the round, we have not observed BREXIT
related uncertainty influencing deal flow, although public market
volatility and, one might argue, political uncertainty is increasingly
leading to some companies choosing to defer their plans to float and
instead raise capital off-market. It helps that we can now offer to meet
their funding needs whilst they remain private companies. It is
difficult to position the portfolio to meet an outlook which contains
such a range of wildly different scenarios, but broadly speaking we are
sitting in a more defensive posture with elevated cash balances and a
focus on qualifying companies with structural growth opportunities or,
in the case of non-qualifying equities, higher quality FTSE 350
companies with support from reliable growth, income or overseas
earnings.
Performance
In the six months to 31 Mar 2019, the NAV decreased from 87.59 pence to
70.67 pence. A total of 3.65 pence per share was paid in dividends,
resulting in a combined loss of 13.27 pence per share, which translates
to a loss of 15.2%. During the same period, the FTSE AIM All-Share Index
fell 16.0%, whilst the FTSE 100 Index lost 1.1%. The losses during the
period under review were a consequence of a very difficult start to the
financial year with the NAV falling by 15.5% in the first quarter in a
challenging market environment in which growth stocks were under
particular pressure. After adjusting for the dividend payment in
February, the NAV gained a modest +0.37% during the second quarter of
the financial year.
The Qualifying Investments made a net loss of 10.65 pence per share. The
adjusting balance was the net of non-qualifying portfolio losses (-1.86
pence per share), running costs and investment income.
During the period, Aquis Exchange was the top performing qualifying
investment (+35.3%, +0.38 pence per share). The company's year-end
update confirmed it continued to expand its share of daily trading in
pan-European equities, with a 4.3% market share in March 2019. Business
momentum remains strong and a more recent update confirmed further gains
in market share, placing it in a strong position to surpass its year-end
target of a 5% market share of continuous trading and establish its
credentials as a mainstream, trusted and low cost equities platform.
Diaceutics was the next most significant contributor (+32.9%, +0.25
pence per share), delivering strong aftermarket performance following a
successful IPO in March 2019. With a placing price of 76 pence per share,
Diaceutics raised GBP17m through a placing of 22.4m new shares and 4.9m
existing shares. Other positive contributors include Crosswords (+46.6%,
+0.23 pence per share). Ilika (+124.2%, +0.18 pence per share) and Angle
(+26.4%, +0.13).
The biggest loss within the period came from Learning Technologies Group
(-57.8%, -2.59 pence per share), our largest investment (by market
value) at the start of the period under review. As a highly rated growth
company, Learning Technologies Group shares were particularly vulnerable
with some substantial directors' selling already underway when the
market correction took hold. The company hosted a well-attended capital
markets day in November and we remain positive on its prospects, noting
that 72% of the company's revenues are recurring whilst 75% is from
overseas. In a recent AGM update, the company reaffirmed its strategic
goal of run rate revenues of GBP200 million and run rate operating
profit of at least GBP55 million by the end of 2021. Other holdings
impacted by the market sell off included Zoo Digital (-53.3%, -1.49
pence per share) and DP Poland (-78.1%, -0.60 pence per share), in both
cases compounded by disappointing updates and analyst downgrades.
Craneware (-27.6%, -0.45 pence per share) and Hardide (-30.9%, -0.44
pence per share) were also weak.
The private company portfolio, which accounted for 9.1% of NAV at the
period end, was down -15.3% (adjusted for the new investment in Oxford
Genetics). During the period we marked down the value of our investments
in Portr, Honest Brew and My 1(st) Years. We did not mark any of the
private company investments higher.
We invested GBP9.2 million into 10 Qualifying Companies over the period,
including 5 further investments into existing listed qualifying
companies, 2 IPOs, 2 new qualifying investments into companies listed on
AIM and 1 new private investment.
Portfolio structure
The VCT is comfortably through the HMRC defined investment test and
ended the period at 92.03% invested as measured by the HMRC investment
test. By market value, the VCT had a 52.50% weighting to qualifying
investments.
The allocation to non-qualifying equity investments increased from 18.5%
to 22.5%. We continued to make use of the Marlborough Special Situations
Fund as a temporary home for proceeds from fundraising; the allocation
remained broadly the same at 9.9%. The period ended with no
non-qualifying fixed income investments and a decrease in the cash
weighting from 16.1% to 15.1%.
The HMRC investment tests are set out in Chapter 3 of Part 6 Income Tax
Act 2007, which should be read in conjunction with this section of the
interim report. Funds raised by VCTs are first included in the
investment tests from the start of the accounting period containing the
third anniversary of the date on which the funds were raised. Therefore,
the allocation of qualifying investments as defined by the legislation
can be different to the portfolio weighting as measured by market value
relative to the net assets of the VCT.
Post period end update
Stock markets are constantly adjusting to developments that are one way
or another linked to domestic or global politics. Overlaying that has
been concern of a synchronised slowdown in the UK, Europe, the US
(albeit not in the short-term) and China as signalled by the reductions
in the various (Government) benchmark yields and the potential for
monetary or fiscal policy responses. The FTSE 100 endured a sustained
sell off in late April and early May. Subsequent conditions have been
easier to operate within, although the currency markets and FTSE 250
hint at a more cautious view of BREXIT starting to re-emerge, perhaps
reflecting comments made by those looking to succeed Theresa May as
Prime Minister. Although the AIM Index has been relatively quiet,
primary market activity remains very subdued, particularly when it comes
to IPO activity. There have been just 4 IPOs on AIM in the 5 months to
31 May 2019 (5m to 31 May 2018: 15). Of these, just one has been VCT
qualifying.
The NAV has increased by 2.3% to 72.31 pence (21 June 2019) since period
end, broadly tracking the FTSE 100 Total Return Index +3.0% and the AIM
All-Share +1.8%. The investment manager has continued to deploy capital
into qualifying companies in line with the budget, despite the
challenges within the public markets. GBP1.9m has been invested as
follow on qualifying investments into existing portfolio companies since
the period end, GBP0.8m was invested into an existing AIM qualifying
company with the balance invested through follow on investments into 3
private companies.
As of 25 June 2019, the share price of 68.50 pence represented a
discount of 5.3% to the last published net asset value per share.
For further information please contact:
Oliver Bedford
Co-Manager
Date: 27 June 2019
Investment portfolio
As at 31 March 2019
Cumulative
Net movement
Qualifying Assets Cost in value Valuation
investments % GBP000 GBP000 GBP000 Market COI(1)
Creo Medical Group
plc 3.01 2,333 2,037 4,370 AIM Y
Ideagen plc 2.60 1,992 1,777 3,769 AIM Y
Learning
Technologies
Group plc 2.50 2,586 1,044 3,630 AIM Y
SCA Investments
Ltd (Gousto) 2.45 2,486 1,061 3,547 Unlisted Y
Aquis Exchange plc 1.97 765 2,092 2,857 AIM Y
Zoo Digital Group
plc 1.82 2,267 366 2,633 AIM N
Hardide plc 1.66 3,140 (735) 2,405 AIM N
Craneware plc 1.62 125 2,217 2,342 AIM Y
Oxford Genetics
Ltd 1.51 2,190 (4) 2,186 Unlisted Y
Diaceutics plc 1.42 1,553 506 2,059 AIM Y
Abcam plc 1.29 55 1,813 1,868 AIM Y
Beeks Financial
Cloud Group plc 1.26 1,039 792 1,831 AIM Y
Quixant plc 1.23 1,209 568 1,777 AIM Y
Cohort plc 1.18 619 1,091 1,710 AIM Y
Loopup Group plc 1.12 1,204 424 1,628 AIM Y
Honest Brew Ltd 1.10 2,203 (601) 1,602 Unlisted N
Zappar Ltd 1.10 1,602 (2) 1,600 Unlisted N
Crossword
Cybersecurity
plc 1.01 1,002 464 1,466 AIM Y
Mexican Grill Ltd
(A Preference
Shares) 0.95 1,013 367 1,380 Unlisted N
Angle plc 0.87 1,159 103 1,262 AIM N
Science in Sport
plc 0.85 1,480 (254) 1,226 AIM Y
Eagle Eye
Solutions Group
plc 0.84 1,643 (431) 1,212 AIM N
Forbidden
Technologies plc 0.77 852 270 1,122 AIM Y
Maxcyte Inc Com
Stk USD0.01 (DI) 0.72 932 116 1,048 AIM Y
FairFX Group plc 0.71 751 283 1,034 AIM N
Location Sciences
Group plc 0.70 1,002 20 1,022 AIM Y
EKF Diagnostics
Holdings plc 0.65 476 472 948 AIM Y
Surface Transforms
plc 0.64 981 (46) 935 AIM Y
Infinity Reliance
Ltd (My 1st Years
'D' shares) 0.63 1,503 (584) 919 Unlisted Y
Everyman Media
Group plc 0.55 600 200 800 AIM Y
Clearstar Inc 0.54 720 60 780 AIM Y
Cloudcall Group
plc 0.53 1,288 (516) 772 AIM Y
Infinity Reliance
Ltd (My 1st Years
'C' shares) 0.51 1,001 (267) 734 Unlisted Y
Osirium
Technologies plc 0.47 859 (171) 688 AIM Y
AnimalCare Group
plc 0.47 720 (39) 681 AIM N
Ilika plc 0.46 507 159 666 AIM Y
K3 Business
Technology Group
plc 0.46 270 396 666 AIM Y Idox plc 0.45 135 513 648 AIM Y Yourgene Health plc 0.45 521 126 647 AIM N ULS Technology plc 0.43 770 (140) 630 AIM N Maxcyte Inc Com Stk USD0.01 (DI/REG S) 0.42 583 33 616 AIM Y Belvoir Lettings plc 0.42 762 (157) 605 AIM Y CentralNic Group plc 0.39 588 (25) 563 AIM Y KRM22 plc 0.37 621 (88) 533 AIM Y Tristel plc 0.36 543 (19) 524 AIM N Escape Hunt plc 0.36 1,130 (609) 521 AIM Y Instem plc 0.35 298 212 510 AIM Y WANDisco plc 0.34 347 152 499 AIM N Laundrapp Ltd 0.32 468 - 468 Unlisted N Gfinity plc 0.31 1,177 (730) 447 AIM Y The Property Franchise Group plc 0.30 377 58 435 AIM Y Synnovia plc 0.30 478 (49) 429 AIM N MYCELX Technologies Corporation plc 0.30 361 67 428 AIM Y PCI-PAL plc 0.29 811 (391) 420 AIM Y bigblu Broadband plc 0.29 347 73 420 AIM Y Portr Ltd 0.28 410 - 410 Unlisted N Vertu Motors plc 0.24 600 (250) 350 AIM N Fulcrum Utility Services Ltd 0.24 580 (235) 345 AIM Y Sanderson Group plc 0.23 298 37 335 AIM Y DP Poland plc 0.23 1,391 (1,061) 330 AIM Y Globaldata plc 0.22 173 150 323 AIM Y i-nexus Global plc 0.21 701 (400) 301 AIM Y C4X Discovery Holdings plc 0.20 501 (218) 283 AIM Y APC Technology Group plc 0.18 634 (369) 265 AIM Y Laundrapp Ltd (Loan Notes) 0.14 200 - 200 Unlisted N Faron Pharmaceuticals Oy 0.13 2,220 (2,026) 194 AIM N Velocity Composites plc 0.13 624 (437) 187 AIM N Renalytix AI plc 0.13 89 97 186 AIM Y Reneuron Group plc 0.12 606 (426) 180 AIM N TrakM8 Holdings plc 0.12 486 (307) 179 AIM N Intercede Group plc 0.11 305 (141) 164 AIM N Mexican Grill Ltd (Ordinary Shares) 0.11 113 40 153 Unlisted N Universe Group plc 0.10 210 (66) 144 AIM N Lidco Group plc 0.10 307 (168) 139 AIM N Fusion Antibodies plc 0.08 415 (297) 118 AIM Y Omega Diagnostics Group plc 0.08 129 (17) 112 AIM N Verona Pharma plc 0.07 221 (122) 99 AIM Y Pressure Technologies plc 0.07 170 (74) 96 AIM N Egdon Resources plc 0.06 158 (68) 90 AIM Y Genedrive plc 0.05 72 - 72 AIM N Mirriad Advertising plc 0.05 71 - 71 AIM N Mirada plc 0.04 96 (32) 64 AIM N Porta Communications plc 0.04 63 - 63 AIM N Intelligent Ultrasound Group plc 0.04 61 - 61 AIM N Redcentric plc 0.03 42 (2) 40 AIM N Paragon Entertainment Ltd 0.02 30 - 30 AIM N Mporium Group plc 0.02 33 (9) 24 AIM N TLA Worldwide plc 0.02 - 23 23 AIM N Microsaic Systems plc 0.01 26 (8) 18 AIM N Tasty plc 0.01 16 - 16 AIM N Abal Group plc 0.01 - 9 9 AIM Y Midatech Pharma plc 0.01 8 - 8 AIM N Flowgroup plc - - - - AIM N Fusionex International plc - - - - Unlisted N Infoserve Group plc - - - - Unlisted N Total - qualifying investments 52.55 68,503 7,697 76,200 Non-qualifying investments Marlborough Special Situations Fund 9.92 14,172 213 14,385 Total - unit trusts 9.92 14,172 213 14,385 Future plc 1.16 979 710 1,689 Main Y JD Sports Fashion plc 1.09 1,223 355 1,578 Main Y Melrose Industries plc 1.04 1,755 (250) 1,505 Main Y Royal Dutch Shell plc 1.00 1,327 130 1,457 Main Y BP plc 1.00 1,203 249 1,452 Main Y Anglo American plc 0.91 931 383 1,314 Main N Dechra Pharmaceuticals plc 0.84 949 262 1,211 Main Y Hilton Food Group plc 0.80 907 248 1,155 Main Y IntegraFin Holdings plc 0.75 815 278 1,093 Main N On the Beach Group plc 0.75 1,045 46 1,091 Main Y Halma plc 0.75 822 264 1,086 Main Y Tesco plc 0.68 906 81 987 Main Y Fisher (James) & Sons plc 0.67 870 96 966 Main Y Ascential plc 0.65 951 (4) 947 Main Y NMC Health plc 0.63 1,014 (100) 914 Main Y Charter Court Financial Services Group plc 0.62 732 163 895 Main Y Vesuvius plc 0.61 897 (8) 889 Main Y Cineworld Group plc 0.61 877 1 878 Main Y Zotefoams plc 0.58 750 97 847 Main Y XP Power Ltd 0.56 949 (131) 818 Main Y Oxford Biomedica plc 0.56 956 (150) 806 Main Y Micro Focus International plc 0.55 509 289 798 Main N Spirax-Sarco Engineering plc 0.50 633 86 719 Main N Glaxosmithkline plc 0.50 707 11 718 Main Y Countryside Properties plc 0.36 585 (66) 519 Main Y Ocean Wilsons (Holdings) Ltd 0.36 535 (20) 515 Main Y MYCELX Technologies Corporation plc 0.34 298 199 497 AIM Y Lloyds Banking Group plc 0.34 549 (52) 497 Main Y GVC Holdings plc 0.34 734 (248) 486 Main Y Fulcrum Utility Services Ltd 0.32 284 178 462 AIM Y Prudential plc 0.32 470 (9) 461 Main Y FDM Group (Holdings) plc 0.31 489 (41) 448 Main Y Everyman Media Group plc 0.27 293 95 388 AIM Y Cohort plc 0.26 368 10 378 AIM Y Renishaw plc 0.23 415 (81) 334 Main Y Horizon Discovery Group plc 0.23 374 (42) 332 AIM Y Quixant plc 0.23 159 169 328 AIM Y Ricardo plc 0.22 472 (154) 318 Main Y Bakkavor Group plc 0.22 376 (64) 312 Main Y GoCompare.com Group plc 0.13 324 (131) 193 Main Y Mexican Grill Ltd (A Preference Shares) 0.10 135 13 148 Unlisted N Regent Pacific Non UK Group Ltd 0.07 201 (95) 106 Listed N Amerisur Resources plc 0.06 212 (130) 82 AIM Y Egdon Resources plc 0.03 47 3 50 AIM Y Mexican Grill Ltd (Ordinary Shares) 0.01 26 (7) 19 Unlisted N Hargreave Hale AIM VCT plc - - 1 1 Main Y Genagro Ltd - - - - Unlisted Y Total - equity
investments 22.56 30,053 2,634 32,687
Total -
non-qualifying
investments 32.48 44,225 2,847 47,072
Total investments 85.03 112,728 10,544 123,272
Cash at bank 15.10 21,897
Prepayments &
Accruals (0.13) (183)
Net assets 100.00 144,986
(1) COI -- Co-investments with other funds managed by Hargreave Hale at
31 March 2019
The majority of listed investments held within the portfolio are listed,
headquartered and registered in the UK with the exception of the
following:
Listed Headquartered Registered
Listed Investments:
Clearstar Inc UK Cayman Islands Cayman Islands
Faron Pharmaceuticals Oy UK Finland Finland
Fulcrum Utility Services Ltd UK UK Cayman Islands
GVC Holdings plc UK Isle of Man UK
Maxcyte Inc UK USA USA
Mycelx Technologies Corporation plc UK USA USA
Ocean Wilsons (Holdings) Ltd UK Bermuda UK
Paragon Entertainment Ltd UK UK Cayman Islands
Regent Pacific Group Ltd Hong Kong Hong Kong Cayman Islands
Renalytix AI plc UK USA UK
Royal Dutch Shell plc UK Netherlands UK
WANDisco plc UK UK and USA Jersey
XP Power Ltd UK Singapore Singapore
Unlisted private companies:
Brigantes Energy Ltd - UK UK
Fusionex International plc - UK Jersey
Genagro Ltd - Jersey Jersey
Honest Brew Ltd - UK UK
Infinity Reliance Ltd (My 1st - UK UK
Years)
Infoserve Group plc - UK UK
Laundrapp Ltd - UK UK
Mexican Grill Ltd - UK UK
Oxford Genetics Ltd - UK UK
Portr Ltd - UK UK
SCA Investments Ltd (Gousto) - UK UK
Zappar Ltd - UK UK
Authorised unit trust:
MFM Special Situations Fund - UK UK
Top ten investments
As at 31 March 2019 (By Market Value)
The top 10 equity investments are shown below; each is valued by
reference to the bid price, or, in the case of unquoted companies,
values are based on the most appropriate methodology recommended by the
International Private Equity Venture Capital (IPEV) guidelines.
Forecasts, where given, are drawn from a combination of broker research
and/or Bloomberg consensus forecasts and exclude amortisation, share
based payments and exceptional items. Forecasts are in relation to a
period end for which the company results are yet to be released. The net
cash and asset values are drawn from published accounts in most cases.
Creo Medical Group plc 190.0p
Forecasts
for
the
Investment year December
date Dec-16 to 2019
Equity Turnover
held 1.89% (GBP'000) 302
Profit/(loss)
Av. before
Purchase tax
Price 101.4p (GBP'000) (17,100)
Net
cash/(debt)
December
Cost 2018
(GBP'000) 2,333 (GBP'000) 44,155
Net
assets
December
Valuation 2018
(GBP'000) 4,370 (GBP'000) 47,714
COMPANY DESCRIPTION
Creo Medical is a medical device company focused on
the emerging field of surgical endoscopy, a recent
development in minimally invasive surgery. Creo Medical
was founded in 2003, initially to target the treatment
of cancers through use of high frequency microwave
energy and dynamic matching techniques.
Ideagen plc 146.0p
Forecasts
for
the
Investment year April
date Dec-14 to 2019
Equity Turnover
held 1.18% (GBP'000) 46,300
Profit/(loss)
Av. before
Purchase tax
Price 77.2p (GBP'000) 12,000
Net
cash/(debt)
October
Cost 2018
(GBP'000) 1,992 (GBP'000) (1,303)
Net
assets
October
Valuation 2018
(GBP'000) 3,769 (GBP'000) 71,657
COMPANY DESCRIPTION
Ideagen is a supplier of compliance-based information
management software with operations in the UK and
the United States. The company specialises in enterprise
governance, risk and compliance and healthcare solutions
for organisations operating within highly regulated
industries. Ideagen provides complete content lifecycle
solutions that enable organisations to meet their
regulatory and quality compliance standards, helping
them to reduce costs and improve efficiency.
Learning Technologies Group plc 69.8p
Investment date Nov-14 Forecasts for the year to December 2019
Equity held 0.78% Turnover (GBP'000) 126,000
Profit/(loss) before tax
Av. Purchase Price 49.7p (GBP'000) 32,800
Net cash/(debt) December
Cost (GBP'000) 2,586 2018 (GBP'000) (11,465)
Net assets December 2018
Valuation (GBP'000) 3,630 (GBP'000) 168,819
COMPANY DESCRIPTION
Learning Technologies Group provides a comprehensive
and integrated range of e-learning services and technologies
to corporate and government clients. The Group offers
end-to-end learning and talent solutions ranging from
strategic consultancy, through a range of content
and platform solutions to analytical insights that
enable corporate and government clients to meet their
performance objectives.
SCA Investments Ltd (Gousto)
(unquoted) 5,299.0p
Investment date Jul-17 Results for the year to December 2017
Equity held 2.12% Turnover (GBP'000) 23,204
Profit/(loss) before tax
Av. Purchase Price 3,714.0p (GBP'000) (13,426)
Net cash/(debt) December
Cost (GBP'000) 2,486 2017 (GBP'000) 17,700
Net assets December 2017
Valuation (GBP'000) 3,547 (GBP'000) 18,781
Income recognised in
period (GBP) 0
COMPANY DESCRIPTION
Founded in February 2012, Gousto is an e-commerce
company offering recipe kit boxes which include fresh
ingredients for step-by-step chef designed recipes
to be made at home. Shoppers select meals from a variety
of options on Gousto's e-commerce platform. Gousto
then delivers the pre-proportioned ingredients to
the doorstep, along with instructions on how to prepare
the meal.
Aquis Exchange plc 575.0p
Forecasts
for
the
Investment year December
date Oct-16 to 2019
Equity Turnover
held 1.83% (GBP'000) 6,490
Profit/(loss)
Av. before
Purchase tax
Price 154.0p (GBP'000) (978)
Net
cash/(debt)
December
Cost 2018
(GBP'000) 765 (GBP'000) 11,610
Net
assets
December
Valuation 2018
(GBP'000) 2,857 (GBP'000) 14,570
COMPANY DESCRIPTION
Aquis Exchange is an independent, pan-European cash
equities trading venue with a unique, subscription
based, pricing model. Aquis Exchange uses its own
highly-performant trading technology, which is developed
in-house. Aquis Exchange's technology is also available
for licencing to third parties via the Company's software
division, Aquis Technologies.
Zoo Digital Group plc 57.0p
Forecasts
for
the
Investment year March
date Apr-17 to 2020
Equity Turnover
held 6.21% ($'000) 35,000
Profit/(loss)
Av. before
Purchase tax
Price 49.1p ($'000) 800
Net
cash/(debt)
March
Cost 2019
(GBP'000) 2,267 ($'000) (2,319)
Net
assets
March
Valuation 2019
(GBP'000) 2,633 ($'000) 4,684
COMPANY DESCRIPTION
Zoo Digital is a leading provider of cloud-based dubbing,
subtitling, localisation and distribution services
for the global entertainment industry. Zoo's clients
are some of the best-known brands in the world including
major Hollywood studios, global broadcasters and independent
distributors. Zoo's point of difference in the marketplace
is its development and use of innovative cloud technology
that ensures that content is localised in any language
and delivered to all the major online platforms such
as Amazon, iTunes, Google and Hulu with reduced time
to market, higher quality and lower costs.
Hardide plc 47.0p
Forecasts
for
the
Investment year September
date Mar-05 to 2019
Equity Turnover
held 10.56% (GBP'000) 4,800
Profit/(loss)
Av. before
Purchase tax
Price 61.4p (GBP'000) (1,200)
Net
cash/(debt)
September
Cost 2018
(GBP'000) 3,140 (GBP'000) 3,234
Net
assets
September
Valuation 2018
(GBP'000) 2,405 (GBP'000) 5,079
COMPANY DESCRIPTION
Hardide is the leading global innovator and provider
of advanced tungsten carbide coatings that significantly
increase the working life of critical metal components
operating in abrasive, erosive, corrosive and chemically
aggressive environments.
Craneware plc 2,390.0p
Forecasts
for
the
Investment year June
date Sep-07 to 2019
Equity Turnover
held 0.37% ($'000) 79,300
Profit/(loss)
Av. before
Purchase tax
Price 128.0p ($'000) 25,300
Net
cash/(debt)
December
Cost 2018
(GBP'000) 125 ($'000) 38,668
Net
assets
December
Valuation 2018
(GBP'000) 2,342 ($'000) 56,256
COMPANY DESCRIPTION
Craneware develops and sells billing software analysis
tools for the United States healthcare services sector.
The company's software automates the checking process,
aids in cash flow and revenue generation, and ensures
accurate submission of claims and management of compliance
risks.
Oxford
Genetics
Ltd
(unquoted) 32,000.0p
Results
for
the
Investment year April
date Mar-19 to 2018
Equity Turnover
held 7.17% (GBP'000) 1,015
Profit/(loss)
Av. before
Purchase tax
Price 32,064.2p (GBP'000) (3,028)
Net
cash/(debt)
April
Cost 2018
(GBP'000) 2,190 (GBP'000) 2,905
Net
assets
April
Valuation 2018
(GBP'000) 2,186 (GBP'000) 6,357
Income
recognised
in
period
(GBP) 0
COMPANY DESCRIPTION
Oxford Genetics is a synthetic biology company focused
on developing novel technologies to overcome the challenges
associated with the discovery, development and production
of biologics, gene therapies, cell therapies and vaccines.
Quixant plc 292.0p
Forecasts
for
the
Investment year December
date May-13 to 2019
Equity Turnover
held 1.09% ($'000) 119,700
Profit/(loss)
Av. before
Purchase tax
Price 189.6p ($'000) 19,800
Net
cash/(debt)
December
Cost 2018
(GBP'000) 1,368 ($'000) 9,729
Net
assets
December
Valuation 2018
(GBP'000) 2,105 ($'000) 59,433
COMPANY DESCRIPTION
Quixant designs and manufactures complete advanced
hardware and software solutions for the pay-to-play
gaming industry. Quixant's specialised products provide
an all-in-one solution, based on PC technology but
with additional hardware features and operating software
developed specifically to address the requirements
of the gaming industry.
For further information please contact:
Oliver Bedford
Co-Manager
Statement of directors' responsibilities
in respect of the half-yearly financial report
In accordance with Disclosure Transparency Rule (DTR) 4.2.10, Aubrey
Brocklebank Bt (Chairman), David Brock, Oliver Bedford and Ashton
Bradbury, the Directors, confirm that to the best of their knowledge:
-- The half yearly financial results have been prepared in accordance with
UK GAAP and give a true and fair review of the assets, liabilities,
financial position and profit of the Company as at 31 March 2019 as
required by DTR 4.2.4;
-- The interim management report included within the chairman's statement,
investment manager's report, investment portfolio and notes to the half
yearly report includes a fair review of the information required by the
Financial Conduct Authority Disclosure and Transparency Rules, being;
-- an indication of the important events that have occurred during
the first six months of the financial year and their impact on the
condensed set of financial statements;
-- a description of the principal risks and uncertainties for the
remaining six months of the year; and
-- a description of related party transactions that have taken place
in the first six months of the current financial year, that may
have materially affected the financial position or performance of
the Company during that period and any changes in the related
party transactions described in the last annual report that could
do so.
On behalf of the Board of Directors.
Sir Aubrey Brocklebank
Chairman
Date: 27 June 2019
Condensed income statement
for the six month period to 31 March 2019 (unaudited)
For the six month period to For the six month period to
31 March 2019 (unaudited) 31 March 2018 (unaudited)(1)
Revenue Capital Total Revenue Capital Total
GBP000 GBP000 GBP000 GBP000 GBP000 GBP000
Net (loss)/gain on investments held at fair value
through profit or loss (Note 5) - (24,074) (24,074) - 2,654 2,654
Income (Note 2) 447 - 447 271 - 271
----------- ----------- ----------- ----------- ----------- -----------
447 (24,074) (23,627) 271 2,654 2,925
Management fee (258) (776) (1,034) (138) (414) (552)
Other expenses (345) (70) (415) (485) - (485)
----------- ----------- ----------- ----------- ----------- -----------
(603) (846) (1,449) (623) (414) (1,037)
----------- ----------- ----------- ----------- ----------- -----------
(Loss)/gain on ordinary activities before taxation (156) (24,920) (25,076) (352) 2,240 1,888
Taxation - - - - - -
----------- ----------- ----------- ----------- ----------- -----------
(Loss)/gain on ordinary activities after taxation (156) (24,920) (25,076) (352) 2,240 1,888
----------- ----------- ----------- ----------- ---------- ----------
(Loss)/gain per share basic and diluted (Note 3) (0.08)p (13.34)p (13.42)p (0.43)p 2.71p 2.28p
The total column of this statement is the income statement of the
Company. All revenue and capital items in the above statement derive
from continuing operations. The Company has no other comprehensive
income other than the results for the six month period as set out above.
The accompanying notes are an integral part of these financial
statements.
(1) Results for the six month period to 31 March 2018 are predominantly
pre-merger. The acquisition of Hargreave Hale AIM VCT 2 plc was
completed on 23 March 2018.
Condensed income statement
for the year ended 30 September 2018 (audited)
For the year to
30 September 2018 (audited)
Revenue Capital Total
GBP000 GBP000 GBP000
Net gain on investments held at fair value through
profit or loss (Note 5) - 16,519 16,519
Income (Note 2) 806 78 884
----------- ----------- -----------
806 16,597 17,403
Management fee (416) (1,249) (1,665)
Other expenses (633) (109) (742)
----------- ----------- -----------
(1,049) (1,358) (2,407)
----------- ----------- -----------
(Loss)/gain on ordinary activities before taxation (243) 15,239 14,996
Taxation - - -
----------- ----------- -----------
(Loss)/gain after taxation (243) 15,239 14,996
----------- ----------- -----------
(Loss)/gain per share basic and diluted (Note 3) (0.19)p 11.81p 11.62p
The total column of this statement is the income statement of the
Company. All revenue and capital items in the above statement derive
from continuing operations. The Company has no other comprehensive
income other than the results for the year as set out above. The
accompanying notes are an integral part of these financial statements.
Condensed balance sheet
as at 31 March 2019 (unaudited)
30
31 March 31 March September
2019 2018 2018
(unaudited) (unaudited) (audited)
GBP000 GBP000 GBP000
Fixed assets
Investments at fair value through profit or loss 123,272 108,355 130,105
----------- ----------- -----------
Current assets
Debtors 157 290 167
Cash at bank 21,897 24,506 24,860
----------- ----------- -----------
22,054 24,796 25,027
Creditors: amounts falling due within one year (Note
7) (340) (628) (346)
----------- ----------- -----------
Net current assets 21,714 24,168 24,681
----------- ----------- -----------
Net assets 144,986 132,523 154,786
----------- ----------- -----------
Capital and Reserves
Called up share capital 2,052 1,621 1,767
Share premium 23,735 104,229 -
Capital redemption reserve 27 50 5
Special reserve 117,153 12,636 125,919
Capital reserve - realised (9,384) (2,968) (2,774)
Capital reserve - unrealised 12,296 17,801 30,606
Revenue reserve (893) (846) (737)
----------- ----------- -----------
Total shareholders' funds 144,986 132,523 154,786
----------- ----------- -----------
Net asset value per share basic and diluted (Note 70.67p 81.74p 87.59p
4)
The accompanying notes are an integral part of these financial
statements.
Condensed statement of changes in equity
for the six month period to 31 March 2019 (unaudited)
Non-distributable reserves Distributable reserves (1)
Share Share Capital Capital Special Capital Revenue Total
capital premium redemption reserve reserve reserve reserve
reserve unrealised realised
GBP000 GBP000 GBP000 GBP000 GBP000 GBP000 GBP000 GBP000
At 1 October
2018 1,767 - 5 30,606 125,919 (2,774) (737) 154,786
Share
buybacks (22) - 22 - (1,625) - - (1,625)
Share issues 307 24,175 - - - - - 24,482
Issue costs - (440) - - - - - (440)
Equity
dividends
paid - - - - (7,141) - - (7,141)
------------ ---------- ----------- ----------- ----------- ---------- ----------- ----------- ----------
Realised
(loss) on
investments - - - - - (5,764) - (5,764)
Unrealised
(loss) on
investments - - - (18,310) - - - (18,310)
Management
fee charged
to capital - - - - - (776) - (776)
Due
diligence
investment
costs - - - - - (70) - (70)
Revenue
(loss)
after
taxation
for the
period - - - - - - (156) (156)
------------ ---------- ----------- ----------- ----------- ---------- ----------- ----------- ----------
Total (loss)
after
taxation - - - (18,310) - (6,610) (156) (25,076)
---------- ----------- ----------- ----------- ---------- ----------- ----------- ----------
At 31 March
2019 2,052 23,735 27 12,296 117,153 (9,384) (893) 144,986
---------- ----------- ----------- ----------- ---------- ----------- ----------- ----------
Reserves available for distribution are capital reserve realised,
special reserve and revenue reserve. Total distributable reserves at 31
March 2019 were GBP106.9 million. The accompanying notes are an
integral part of these financial statements.
(1) The Income Taxes Act 2007 restricts distribution of capital from
reserves created by the conversion of the share premium account into a
special (distributable) reserve until the third anniversary of the share
allotment that led to the creation of that part of the share premium
account. As at 31 March 2019, GBP70.8 million of the special reserve is
subject to this restriction.
Condensed statement of changes in equity
for the six month period to 31 March 2018 (unaudited)(1)
Non-distributable reserves Distributable reserves
Share Share Capital Capital Special Capital Revenue Total
capital premium redemption reserve reserve reserve reserve
reserve unrealised realised
GBP000 GBP000 GBP000 GBP000 GBP000 GBP000 GBP000 GBP000
At 1 October
2017 816 37,515 37 17,237 15,522 (4,644) (494) 65,989
Share
buybacks (13) - 13 - (1,071) - - (1,071)
Share issues 818 66,902 - - - - - 67,720
Issue costs - (188) - - - - - (188)
Equity
dividends
paid - - - - (1,815) - - (1,815)
------------ ---------- ----------- ----------- ----------- ---------- ----------- ---------- ----------
Realised
gain on
investments - - - - - 2,090 - 2,090
Unrealised
gain on
investments - - - 564 - - - 564
Management
fee charged
to capital - - - - - (414) - (414)
Revenue
(loss)
after
taxation
for the
period - - - - - - (352) (352)
------------ ---------- ----------- ----------- ----------- ---------- ----------- ---------- ----------
Total
gain/(loss)
after
taxation - - - 564 - 1,676 (352) 1,888
---------- ----------- ----------- ----------- ---------- ----------- ---------- ----------
At 31 March
2018 1,621 104,229 50 17,801 12,636 (2,968) (846) 132,523
---------- ----------- ----------- ----------- ---------- ----------- ---------- ----------
Reserves available for distribution are capital reserve realised,
special reserve and revenue reserve. Total distributable reserves at 31
March 2018 were GBP8.8 million. The accompanying notes are an integral
part of these financial statements.
(1) Results for the six month period to 31 March 2018 are predominantly
pre-merger. The acquisition of Hargreave Hale AIM VCT 2 plc was
completed on 23 March 2018.
Condensed statement of changes in equity
for the year ended 30 September 2018 (audited)
Non-distributable reserves Distributable reserves(1)
Share Share Capital Capital Special Capital Revenue Total
capital premium redemption reserve reserve reserve reserve
reserve unrealised realised
GBP000 GBP000 GBP000 GBP000 GBP000 GBP000 GBP000 GBP000
At 1 October
2017 816 37,515 37 17,237 15,522 (4,644) (494) 65,989
Share
buybacks (29) - 29 - (2,387) - - (2,387)
Share issues 293 24,707 - - - - - 25,000
Issue costs - (499) - - - - - (499)
Acquisition
of
Hargreave
Hale AIM
VCT 2 plc 687 55,919 - - - - - 56,606
Capital
reduction - (117,642) (61) - 117,703 - - -
Equity
dividends
paid - - - - (4,919) - - (4,919)
------------ ---------- ----------- ----------- ----------- ---------- ----------- ----------- ----------
Realised
gain on
investments - - - - - 3,150 - 3,150
Unrealised
gain on
investments - - - 13,369 - - - 13,369
Management
fee charged
to capital - - - - - (1,249) - (1,249)
Income
allocated
to capital - - - - - 78 - 78
Due
diligence
investment
costs - - - - - (109) - (109)
Revenue
(loss)
after
taxation
for the
period - - - - - - (243) (243)
------------ ---------- ----------- ----------- ----------- ---------- ----------- ----------- ----------
Total
gain/(loss)
after
taxation - - - 13,369 - 1,870 (243) 14,996
---------- ----------- ----------- ----------- ---------- ----------- ---------- ----------
At 30
September
2018 1,767 - 5 30,606 125,919 (2,774) (737) 154,786
---------- ----------- ----------- ----------- ---------- ----------- ----------- ----------
Reserves available for distribution are capital reserve realised,
special reserve and revenue reserve. Total distributable reserves at 30
September 2018 were GBP122.4 million. The accompanying notes are an
integral part of these financial statements.
(1) The Income Taxes Act 2007 restricts distribution of capital from
reserves created by the conversion of the share premium account into a
special (distributable) reserve until the third anniversary of the share
allotment that led to the creation of that part of the share premium
account. As at 30 September 2018, GBP80.8 million of the special reserve
is subject to this restriction.
Condensed statement of cash flows
for the six month period to 31 March 2019 (unaudited)
30
31 March 31 March September
2019 2018(1)(2) 2018(3)
(unaudited) (unaudited) (audited)
GBP000 GBP000 GBP000
Total profit on ordinary activities before taxation (25,076) 1,888 14,996
Realised loss/(gain) on investments 5,764 (2,090) (3,150)
Unrealised loss/(gain) on investments 18,310 (564) (13,369)
Decrease/(Increase) in debtors 10 (227) (104)
(Decrease)/Increase in creditors (6) 422 140
----------- ----------- -----------
Net cash (outflow) from operating activities (998) (571) (1,487)
Purchase of investments (23,666) (4,599) (18,487)
Sale of investments 6,425 7,013 13,016
----------- ----------- -----------
Net cash used in investing activities (17,241) 2,414 (5,471)
Share buybacks (1,625) (1,071) (2,387)
Issue of share capital 24,482 11,114 25,000
Share issue costs (440) (188) (499)
Cash acquired on acquisition of Hargreave Hale AIM
VCT 2 plc - 6,616 6,616
Dividends paid (7,141) (1,815) (4,919)
----------- ----------- -----------
Net cash provided by financing activities 15,276 14,656 23,811
----------- ----------- -----------
Net (decrease)/increase in cash (2,963) 16,499 16,853
----------- ----------- -----------
Opening cash 24,860 8,007 8,007
Closing cash 21,897 24,506 24,860
(1) 31 March 2018 figures restated
(2) Results for the six month period to 31 March 2018 are predominantly
pre-merger. The acquisition of Hargreave Hale AIM VCT 2 plc was
completed on 23 March 2018.
(3) 30 September 2018 cash flow represents annual results
The accompanying notes are an integral part of these financial
statements.
Explanatory notes
for the six month period to 31 March 2019 (unaudited)
1. Accounting policies
A summary of the principal accounting policies, all of which have been
applied consistently throughout the period, is set out below:
Basis of preparation
The Company has prepared its half-yearly financial results for the six
month period ending 31 March 2019. The Company applies FRS 104 and the
Statement of Recommended Practice: Financial Statements of Investment
Trust Companies and Venture Capital Trusts (AIC SORP)(2014), updated
February 2018.
The same accounting policies and methods of computation are followed in
the half-yearly financial results as compared with the most recent
annual financial statements.
Financial instruments
All investments are classified as fair value through profit or loss.
Investments are measured initially and subsequently at fair value which
is deemed to be bid market prices for listed investments and investments
traded on AIM. Unquoted investments are valued in accordance with the
International Private Equity Venture Capital ("IPEV") guidelines
published in December 2018.
Where no active market exists for the particular asset, the Company
holds the investment at fair value as determined by the investment
manager and approved by the Board. Valuations of unquoted investments
are reviewed on a quarterly basis and more frequently if events occur
that could have a material impact on the investment.
In estimating fair value for an unquoted investment, the investment
manager will apply one or more valuation techniques according to the
nature, facts, and circumstances of the investment. The investment
manager will use reasonable current market data and inputs combined with
market participant assumptions. The assessment of fair value will
reflect the market conditions at the measurement date irrespective of
which valuation technique is used. The IPEV guidelines describe a range
of valuation techniques, including but not limited to relevant
observable market multiples, independent arms-length transactions,
income, discounted cash flows and net assets.
Investments are recognised and derecognised at trade date where a
purchase or sale is under a contract whose terms require delivery within
the time frame established by the market concerned. Purchases and sales
of unlisted investments are recognised when the contract for acquisition
or sale becomes unconditional. Transaction costs are included in the
initial book cost or deducted from the disposal proceeds as appropriate.
These investments will be managed and their performance evaluated on a
fair value basis in accordance with a documented investment strategy and
information about them is provided internally on that basis to the
Board.
Gains and losses arising from changes in fair value (realised and
unrealised) are included in the net profit or loss for the period as a
capital item in the income statement and are taken to the capital
reserve unrealised or capital reserve realised as appropriate.
If an investment has been impaired such that there is no realistic
expectation that there will be a full return from the investment, the
loss is treated as a permanent impairment and transferred to the capital
reserve realised.
Other financial assets and liabilities comprise receivables, payable and
cash which are measured at amortised cost. There are no financial
liabilities other than payables.
Acquisition accounting
Where the assets and liabilities of another VCT are acquired by the
Company through a business combination, the identifiable assets and
liabilities are initially recognised at their fair values at the
acquisition date.
Income
Equity dividends are taken into account on the ex-dividend date, net of
any associated tax credit. Fixed returns on non-equity shares and debt
securities are recognised on a time apportionment basis so as to reflect
the effective yield, provided there is no reasonable doubt that payment
will be received in due course. All other income is recognised on an
accruals basis. Other income is treated as a repayment of capital or
revenue depending on the facts of each particular case. There are no
other items of comprehensive income other than those disclosed in the
unaudited income statement.
Expenditure
All expenditure is accounted for on an accruals basis. 75% of management
fees are allocated to the capital reserve realised and 25% to the
revenue account in line with the Board's expected long term split of
investment returns in the form of capital gains to the capital column of
the income statement. Due diligence costs incurred for prospective
private company purchases are charged to capital in addition to the cost
of the investment. All other expenditure is charged to the revenue
account.
Trail commission
Trail commission previously due is held as a creditor until such time as
claims are made by the relevant intermediary and supporting
documentation provided. If claims are not received these amounts are
written off after a period of six years.
Capital reserves
Realised profits and losses on the disposal of investments, due
diligence costs and income in relation to private company investments,
losses realised on investments considered to be permanently impaired and
75% of investment management fees are accounted for in the capital
reserve realised.
Increases and decreases in the valuation of investments held at the year
end are accounted for in the capital reserve unrealised.
Operating segments
There is considered to be one operating segment being investment in
equity and debt securities.
Dividends
Only dividends recognised during the year are deducted from revenue or
capital reserves. Equity dividends are recognised in the accounts when
they become legally payable. Interim dividends are approved by the Board
of Directors and may be varied or rescinded at any time before payment,
therefore the liability is only established when the dividend is
actually paid. Final dividends are subject to approval at the AGM. When
the dividend is declared, it states that it is payable on a future date
so liability is established on that date.
Summary of dividends paid in the six months to 31 March 2019 and the
financial year ending 30 September 2018 are detailed below:
Six
months Year
ended ended
31 30
March September
2019 2018
(unaudited) (audited)
GBP'000 GBP'000
----------- ------------ ----------
Final
capital
dividend
of
2.25
pence
per
share
for
the
year
ended
30
September
2017
paid
on
30
January
2018 - 1,816
----------- ------------ ----------
Interim
capital
dividend
of
1.75
pence
per
share
for
the
half
year
ended
31
March
2018
paid
on
31
July
2018 - 3,106
----------- ------------ ----------
Unclaimed
dividends
(1) - (3)
----------- ------------ ----------
Special
dividend
of
1
penny
per
share
paid
on
24
October
2018 1,772 -
----------- ------------ ----------
Final
capital
dividend
of
2.65
pence
per
share
for
the
year
ended
30
September
2018
paid
on
8
February
2019 5,369 -
----------- ------------ ----------
Total 7,141 4,919
----------- ------------ ----------
(1) Unclaimed dividends for a period of 12 years reverted to the Company
Taxation
Deferred tax is recognised in respect of all timing differences that
have originated but not yet reversed at the balance sheet date. Deferred
tax assets are only recognised to the extent that it is probable that
they will be recovered against the reversal of deferred tax liabilities
or other future taxable profits.
Current tax is expected tax payable on the taxable profit for the period
using the current tax rate and laws that have been enacted or
substantially enacted at the reporting date. The tax effect of different
items of income and expenditure is allocated between capital and revenue
on the same basis as the particular item to which it relates.
Approved VCTs are exempt from tax on capital gains from the sale of
fixed asset investments. The Directors intend that the Company will
continue to conduct its affairs to maintain its VCT status, no deferred
tax has been provided in respect of any capital gains or losses arising
from the revaluation or disposal of investments.
Functional currency
In accordance with FRS 102 s.30, the Company is required to nominate a
functional currency, being the currency in which the Company
predominantly operates. The Board has determined that sterling is the
Company's functional currency. Sterling is also the currency in which
these accounts are presented.
Repurchase of shares to hold in treasury
The cost of repurchasing shares into treasury, including the related
stamp duty and transaction costs is charged to the special reserve and
dealt with in the statement of changes in equity. Share repurchase
transactions are accounted for on a trade date basis. Where shares held
in treasury are subsequently cancelled, the nominal value of those
shares is transferred out of share capital and into capital redemption
reserve.
Should shares held in treasury be reissued, the sale proceeds will be
treated as a realised profit up to the amount of the purchase price of
those shares and will be transferred to capital reserves. The excess of
the sale proceeds over the purchase price will be transferred to share
premium.
Key judgements and estimates
The preparation of the financial statements requires the Board to make
judgements and estimates that affect the application of policies and
reported amounts of assets, liabilities, income and expenses. Key
estimation uncertainties mainly relate to the fair valuation of unquoted
investments, which are based on historical experience and other factors
that are considered reasonable including the transfer price of the most
recent transaction on an arm's length basis. The estimates are under
continuous review with particular attention paid to the carrying value
of the investments. The process of estimation is also affected by the
determination of the fair value hierarchy.
Contingencies, guarantees and financial commitments
There were no contingencies, guarantees or financial commitments of the
Company at 31 March 2019.
Legal form and principal activities
The Company was incorporated and registered in England and Wales on 16
August 2004 under the Companies Act 1985, registered number 5206425.
The Company has been approved as a Venture Capital Trust by HMRC under
section 259 of the Income Taxes Act 2007. The shares of the Company were
first admitted to the Official List of the UK Listing Authority and
trading on the London Stock Exchange on 29 October 2004 and can be found
under the TIDM code "HHV". The Company is premium listed.
The Company's principal activity is to invest in a diversified portfolio
of qualifying small UK based companies, primarily trading on AIM, with a
view to maximising tax free dividend distributions to shareholders.
The Company is an externally managed fund with a Board comprising of
four non-executive directors. Hargreave Hale Limited acts as investment
manager.
The Board has overall responsibility for the Company's affairs including
the determination of its investment policy, however, the Board may
exercise these responsibilities through delegation to Hargreave Hale as
it considers appropriate.
The Directors have managed and continue to manage the Company's affairs
in such a manner as to comply with Section 259 of the Income Taxes Act
2007.
The Company's registered office is 41 Lothbury, London, EC2R 7AE.
Capital structure
Share capital
Ordinary shares are classed as equity. The ordinary shares in issue have
a nominal value of one pence and carry one vote each.
Reserves
A description of each of the reserves follows:
Share premium
This reserve represents the difference between the issue price of shares
and the nominal value of shares at the date of issue, net of related
issue costs.
Capital redemption reserve
This reserve is used for the cancellation of shares bought back under
the buyback facility.
Special reserve
Distributable reserve used to pay dividends and re-purchase shares under
the buyback facility.
Capital reserve realised
Gains/losses on disposal of investments, due diligence costs, income
that is capital in nature, permanent impairment of financial assets and
75% of the investment management fee are accounted for in the capital
reserve realised.
Capital reserve unrealised
Unrealised gains and losses on investments held at the year-end arising
from movements in fair value are taken to the capital reserve
unrealised.
Revenue reserve
Net revenue returns and losses of the Company.
1. Income
Six months to 31 Six months to 31
March 2019 March 2018 Year ended 30
Income from (unaudited) (unaudited) September 2018
investments GBP000 GBP000 (audited) GBP000
Revenue:
Dividend income 408 261 793
Fixed income
interest 12 10 13
Bank deposit
interest 27 - -
447 271 806
Capital:
Arrangement fees
(1) - - 22
Return of capital
(2) - - 56
- - 78
------------------- ----------------- ------------------ ------------------
Total income 447 271 884
(1) Arrangement fees received in relation to the acquisition of Infinity
Reliance (My 1(st) Years) in May 2018.
(2) Distribution from Sportech plc following the successful sale of
their Football Pools business completed in June 2017 and the subsequent
approval of the Company's application to reduce its capital.
3. Earnings per share (basic and diluted)
Six months to 31 Six months to 31 Year ended 30
March 2019 March 2018 September 2018
(unaudited) (unaudited) (audited)
(loss)/gain per
share (13.42)p 2.28p 11.62p
Net (loss)/gain for
the period (GBP25,076,246) GBP1,888,431 GBP14,996,362
Weighted average
number of shares 186,851,704 82,641,439 129,091,888
1. Net asset value per share
Six months to 31 Six months to 31 Year ended 30
March 2019 March 2018 September 2018
(unaudited) (unaudited) (audited)
Net asset value
per share 70.67p 81.74p 87.59p
Net assets GBP144,985,833 GBP132,522,812 GBP154,786,376
Number of shares
in issue at
period end 205,167,942 162,125,608 176,711,020
1. Investments
Year
Six months Six months ended 30
to 31 March to 31 March September
2019 2018 2018
(unaudited) (unaudited) (audited)
Capital GBP000 GBP000 GBP000
Realised (loss) /gain on investments held at fair
value through profit or loss (5,764) 2,090 3,150
Unrealised (loss) /gain on investments held at fair
value through profit or loss (18,310) 564 13,369
Net (loss) /gain on investments held at fair value
through profit or loss (24,074) 2,654 16,519
Financial Instruments -- fair value measurement hierarchy
FRS 102 requires certain disclosures which require the classification of
financial assets and financial liabilities measured at fair value using
a fair value hierarchy that reflects the significance of the inputs used
in making the fair value measurement.
The fair value hierarchy has the following levels:
Level Methodology
----- -------------------------------------------------------------
1 The best evidence of fair value is a quoted price
for an identical asset in an active market. Quoted
in an active market in this context means quoted prices
are readily and regularly available and those prices
represent actual and regularly occurring market transactions
on an arm's length basis. The quoted price is usually
the current bid price.
----- -------------------------------------------------------------
2 When quoted prices are unavailable, the price of a
recent transaction for an identical asset provides
evidence of fair value as long as there has not been
a significant change in economic circumstances or
a significant lapse of time since the transaction
took place. If the entity can demonstrate that the
last transaction price is not a good estimate of fair
value (e.g. because it reflects the amount that an
entity would receive or pay in a forced transaction,
involuntary liquidation or distress sale), that price
is adjusted.
----- -------------------------------------------------------------
3 If the market for the asset is not active and recent
transactions of an identical asset on their own are
not a good estimate of fair value, an entity estimates
the fair value by using a valuation technique. The
objective of using a valuation technique is to estimate
what the transaction price would have been on the
measurement date in an arm's length exchange motivated
by normal business considerations.
----- -------------------------------------------------------------
Level 2 Level 3 Total
Level 1 Investments Investments Investments Investments
GBP'000 GBP'000 GBP'000 GBP'000
--------------- ------------------- ------------ ------------ ------------
Six months
ended 31 March
2019
(unaudited) 109,906 - 13,366 123,272
--------------- ------------------- ------------ ------------ ------------
Year ended 30
September 2018
(audited) 116,907 - 13,198 130,105
--------------- ------------------- ------------ ------------ ------------
Six months
ended 31 March
2018
(unaudited) 97,457(1) - 10,898 108,355
--------------- ------------------- ------------ ------------ ------------
(1) Includes GBP12,912 reclassification adjustment from level 2 to level
1
1. Debtors
Six months to 31 Six months to 31
March 2019 March 2018 Year ended 30
(unaudited) (unaudited) September 2018
Debtors GBP000 GBP000 (audited) GBP000
Prepayments and
accrued income 157 290 167
1. Creditors: amounts falling due within one year
Six months to 31 Six months to 31
March 2019 March 2018 Year ended 30
(unaudited) (unaudited) September 2018
GBP000 GBP000 (audited) GBP000
Trade Creditors 11 - 7
Accruals and
deferred income 329 628 339
340 628 346
1. Cautionary statement
The results should not be taken as a guide to the results for the
financial period ending 30 September 2019. This report may contain
forward looking statements with regards to the financial condition and
results of the Company, which are made in the light of current economic
and business circumstances. Nothing in this report should be considered
as a profit forecast.
1. Publication of non-statutory accounts
The financial information contained in the 31 March 2019 income
statement, balance sheet, statement of cash flows and statement of
changes in equity does not constitute full financial statements and has
not been audited.
1. Principal risks and uncertainties
The principal risks facing the Company relate to the Company's
investment activities and include venture capital trust approval,
investment, compliance, operational, outsourcing and reputational risk.
Other risks faced by the Company include market risk, currency risk,
interest rate risk, liquidity risk and credit risk. These risks and the
way in which they are managed are described in more detail in the
Company's annual report and accounts for the year ended 30 September
2018. The Company's principal risks and uncertainties have not changed
materially since the date of that report.
1. Transactions in shares
Buybacks
In total, the Company repurchased 2,204,772 shares during the six month
period ending 31 March 2019 at a total cost of GBP1,624,495. The
repurchased shares represent 1.25% of ordinary shares in issue on 1
October 2018. The acquired shares have been cancelled.
Share issues
In total, the Company issued 30,661,694 new shares (nominal value
GBP306,617) through an offer for subscription during the six month
period ending 31 March 2019 raising net proceeds of GBP24,041,421.
1. Related party transactions
As the Company's investment manager, Hargreave Hale Limited (HH) is a
related party to the Company for the purposes of the Listing Rules. As
HH and Canaccord Genuity Wealth Limited (CGWL) are part of the same CGWL
group, CGWL also falls into the definition of related party.
Oliver Bedford, a non-executive director of the Company is also an
employee of HH and the fee in respect of his position on the Board is
paid to HH. CGWL act as administrator and custodian to the Company and
provide the company secretary.
Fees received by HH in its capacity as investment manager for the
half-year are GBP1,034,310 (2018: GBP552,245). In relation to the other
support functions described above, CGWL received fees of GBP77,500 in
the period (2018: GBP74,237) for these services. Of those fees,
GBP205,880 (2018: GBP196,379) was still owed at the half-year end.
HH has agreed to indemnify the Company and keep indemnified the Company
in respect of the amount by which the annual running costs of the
Company exceed 3.5 per cent. of the net assets of the Company, such
costs shall exclude any VAT payable thereon and any payments to
financial intermediaries the payment of which is the responsibility of
the Company. No fees were waved by HH in the first half of the financial
year under the indemnity.
During the half year, the Company issued 30,661,694 ordinary shares
(nominal value GBP306,617) in an offer for subscription which resulted
in gross funds being received of GBP24,481,500. As marketing adviser and
receiving agent to the Company, CGWL was entitled to 3.5% of the gross
proceeds (GBP856,852), often referred to as the 'premium'. From this,
CGWL paid for the allotment of additional shares to investors with a
value of GBP416,773 and introductory commission of GBP150, resulting in
net fees payable to CGWL of GBP439,929 to cover the costs of the offer.
Following the acquisition of HH by CGWL, the Company has entered into a
series of new agreements.
As previously announced, on 5 April 2019 the Company entered into a new
custody agreement with CGWL. Under the terms of the new custody
agreement the annual custody fee was increased from GBP10,000 to
GBP30,000. On 25 June 2019, the Company entered into new administration
and secretarial contracts with CGWL. Under the new agreements the annual
fee for administration services increases from GBP110,000 to GBP195,000.
The fee for secretarial services remains unchanged at GBP17,000.
Investment management will continue to be provided by HH under a new
agreement which commenced on 25 June 2019. As previously disclosed the
annual fee payable to the investment manager increased to 1.7% with
effect from 1 April 2019. The annual fee continues at this rate under
the new agreement. The investment manager's previous entitlement to earn
a performance fee has been removed under the updated arrangements.
1. Going concern
After making enquires, the Directors have a reasonable expectation that
the Company has adequate resources to continue in operational existence
for the foreseeable future. For this reason, they continue to adopt the
going concern basis in preparing the financial statements.
1. Post balance sheet events
Issue of equity
Following the period end, the offer for subscription resulted in an
additional 717,823 ordinary shares being issued, raising gross proceeds
of GBP518,500.
Buybacks
Since the period end, a further 921,507 ordinary shares have been
purchased at an average price of 68.84 pence and a total cost of
GBP634,385.
Investments
The Company has made the following investments since the period end
Amount Invested GBP000 Investment into existing
company
Qualifying companies
Laundrapp Ltd 1,015 Yes
Escape Hunt plc 832 Yes
Honest Brew Ltd 80 Yes
Portr Ltd 25 Yes
Non-qualifying companies
BP plc 1,471 Yes
Melrose Industries plc 1,265 Yes
Hilton Food Group plc 1,183 Yes
Charter Court Financial 948 Yes
Services Group plc
Ascential plc 890 Yes
Trainline plc 681 No
TT Electronics plc 656 No
XP Power Ltd 554 Yes
Lloyds Banking Group plc 506 Yes
FDM Group (Holdings) plc 465 Yes
Renishaw plc 374 Yes
GoCo Group plc 133 Yes
Cineworld Group plc 103 Yes
Shareholder information
The Company's ordinary shares (Code: HHV) are listed on the London Stock
Exchange. Shareholders can visit the London Stock Exchange website,
www.londonstockexchange.com, for the latest news and share prices of the
Company. Further information for the Company can be found on its website
at www.hargreaveaimvcts.co.uk.
Net asset value per share
The Company's NAV per share as at 21 June 2019 was 72.31 pence per
share. The Company publishes its unaudited NAV per share on a weekly
basis.
Dividends
The board has approved the payment of an interim dividend of 1.50 pence
in respect of the six months ended 31 March 2019.
Shareholders who wish to have future dividends paid directly into their
bank account rather than sent by cheque to their registered address can
complete a mandate for this purpose. Mandates can be obtained by
contacting the Company's Registrar, Equiniti.
Selling your shares
Hargreave Hale AIM VCT plc operates a share buy-back policy to improve
the liquidity in its ordinary shares. Share buy-back policies are
subject to the Act, the Listing Rules and tax legislation, which may
restrict the VCTs' ability to buy shares back in. The policy is
non-binding and is at the discretion of the Board.
The buy-back policy targets a 5% discount to the last published NAV per
share as announced on the London Stock Exchange through a regulatory
news service provider. The discount is measured against the mid-price
per share as listed on the London Stock Exchange and reflects the price
at which the Company buys its shares off the market makers. The Company
publishes its unaudited NAV per share on a weekly basis.
VCT share disposals settle two business days post trade if the shares
are already dematerialised or placed into CREST ahead of the trade, or
ten days post trade if the stock is held in certificated form.
VCT share disposals are exempt of capital gains tax when the disposal is
made at arms' length, which means a shareholder must sell their shares
to a market maker through a stockbroker or another share dealing
service. Canaccord Genuity Wealth Management has particular expertise in
the sale of VCT shares and is able to act for VCT shareholders who wish
to sell their shares. However, you are free to nominate any stockbroker
or share dealing service to act for you. If you would like Canaccord
Genuity Wealth Management to act for you as their client (as opposed to
a shareholder in the Company) then please contact Andrew Pang for
further information (0207 523 4872, andrew.pang@canaccord.com).
Please note that Canaccord Genuity Wealth Management will need to be in
possession of the share certificate and a completed CREST transfer form
before executing the sale. If you have lost your share certificate, then
you can request a replacement certificate from the Company's registrar
Equiniti. The registrar will send out an indemnity form, which you will
need to sign. The indemnity form will also need to be countersigned by a
UK insurance company or bank that is a member of the Association of
British Insurers. Since indemnification is a form of insurance, the
indemnifying body will ask for a payment to reflect their risk. Fees
will reflect the value of the potential liability.
Shareholder enquiries:
For general shareholder enquiries, please contact Canaccord Genuity
Wealth Limited on 01253 754755 or by e-mail to aimvct@canaccord.com.
For enquiries concerning the performance of the Company, please contact
the investment manager on 0207 523 4837 or by e-mail to
aimvct@canaccord.com.
Electronic copies of this report and other published information can be
found on the Company's website at
https://www.globenewswire.com/Tracker?data=52ckY5FJoYbBG15X_7TO2CT0__SpNz7vpvhps8JJ-Ww29K5_YcOZPZvthHbpNBxbEUGsS7xF9UdWpXedCAX7GuAYQXUD0ZX78FjJn6VduFJaV8M6RIKAL-Z0Y-gIIu8l
www.hargreaveaimvcts.co.uk.
Change of address
To notify the Company of a change of address please contact the
Company's Registrar at the address below.
Company information
Secretary and registered office Directors
Canaccord Genuity Wealth Limited Sir Aubrey Brocklebank
41 Lothbury David Brock
London Oliver Bedford
EC2R 7AE Ashton Bradbury
Manager Administrator and Custodian
Hargreave Hale Limited Canaccord Genuity Wealth Limited
c/o 41 Lothbury c/o Talisman House
London Boardmans Way
EC2R 7AE Blackpool
Registrars FY4 5FY
Equiniti Auditors
Aspect House BDO LLP
Spencer Road 55 Baker Street
Lancing London
West Sussex W1U 7EU
BN99 6DA
Solicitors VCT status adviser
Dickson Minto W.S. Philip Hare & Associates LLP
16 Charlotte Square 4-6 Staple Inn
Edinburgh High Holborn
EH2 4DF London
WC1V 7QH
(END) Dow Jones Newswires
June 27, 2019 11:08 ET (15:08 GMT)
Copyright (c) 2019 Dow Jones & Company, Inc.
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