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| Share Name | Share Symbol | Market | Type | Share ISIN | Share Description |
|---|---|---|---|---|---|
| Maven Income And Growth Vct 5 Plc | LSE:MIG5 | London | Ordinary Share | GB0002057536 | ORD 10P |
| Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
|---|---|---|---|---|---|---|---|---|---|---|
| 0.00 | 0.00% | 30.40 | 29.40 | 31.40 | 30.40 | 30.40 | 30.40 | 0.00 | 01:00:00 |
| Industry Sector | Turnover | Profit | EPS - Basic | PE Ratio | Market Cap |
|---|---|---|---|---|---|
| Unit Inv Tr, Closed-end Mgmt | 2.66M | 693k | 0.0035 | 86.86 | 59.59M |
From Apr 2019 to Apr 2024
TIDMMIG5
RNS Number : 0397G
Maven Income and Growth VCT 5 PLC
18 July 2019
Maven Income and Growth VCT 5 PLC
Interim Results for the Six Months Ended 31 May 2019 (Unaudited)
The Directors announce the Chairman's Statement, Investment Manager's Interim Review and the unaudited Financial Statements for the six months ended 31 May 2019.
Highlights
-- NAV total return at 31 May 2019 of 78.91p per share -- NAV at 31 May 2019 of 37.56p per share -- Offer for Subscription fully subscribed, raising GBP20 million -- Net assets increased to GBP47.75 million -- Interim dividend of 0.50p per share declared
Chairman's Statement
Overview
On behalf of your Board, I am pleased to announce the results for the six months to 31 May 2019, which recorded an increase in NAV total return to 78.91p per share. Notably, the exits from the holdings in GEV and Just Trays completed shortly after the period end. The Directors recognise the importance of dividends to Shareholders and have elected to pay an interim dividend of 0.50p per share.
On 25 March 2019, the Directors announced that the Offer for Subscription had closed early fully subscribed, raising GBP20 million. This new capital provides your Company with sufficient liquidity to facilitate the continued expansion of the portfolio, consistent with the long-term investment objective. It is encouraging to report that despite the ongoing political and economic uncertainty surrounding the UK's future relationship with the European Union (EU), demand for growth capital across the Manager's regional network remains strong and is generating a healthy supply of business introductions and a very encouraging pipeline of transactions; a number of which are in advanced stages of process.
The reporting period has been an excellent one for new investment. Four new private company holdings were added to the portfolio, alongside one new AIM quoted investment, with follow-on funding provided to a further seven existing investee companies that are making commercial progress or can demonstrate an ongoing business case. The exits from GEV and Just Trays completed shortly after the period end, further enhancing your Company's liquidity. Further details on portfolio developments can be found in the Investment Manager's Interim Review.
Dividends
As Shareholders will be aware, the requirement to support younger and earlier stage businesses in accordance with the VCT Regulations may, over time, result in less predictable capital gains and lower income flows. However, the Directors recognise the continuing importance of tax-free dividends to investors. Decisions on distributions take into consideration the availability of surplus revenue, the realisation of capital gains, the adequacy of distributable reserves, cash flow forecasts and the need to maintain VCT qualifying levels. These factors are all kept under regular review by the Board and the Manager. During the two prior financial years, and following several profitable realisations, the Company made a number of enhanced interim dividend payments outwith the regular payment cycle to ensure ongoing compliance with the VCT qualifying level requirements.
Accordingly, as announced on 4 July 2019, the Board was pleased to declare that an interim dividend in respect of the year ending 30 November 2019, of 0.50p per Ordinary Share, would be paid on 30 August 2019 to Shareholders on the register at close of business on 2 August 2019. Since the Company's launch, and after receipt of this latest dividend, 41.85p per share will have been distributed in tax-free dividends. The Board anticipates that the Company should be able to declare a further dividend of at least 1.00p per Ordinary Share in respect of the current financial year. It should be noted that the effect of paying dividends is to reduce the NAV of the Company by the total cost of the distribution.
Dividend Investment Scheme (DIS)
Your Company has in place a DIS, through which Shareholders may elect to have their dividend payments used to apply for new Ordinary Shares issued by the Company under the standing authority requested from Shareholders at Annual General Meetings. Shares issued under the DIS should qualify for VCT tax relief applicable for the tax year in which they are allotted, subject to an individual Shareholder's particular circumstances. 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.
Shareholders who wish to participate in the DIS in respect of future dividends, including the interim payment declared above, should ensure that a DIS mandate or CREST instruction, as appropriate, is received by the Registrar (Link Market Services) in advance of 16 August 2019, this being the next dividend election date. The mandate form, terms & conditions and full details of the scheme (including further details about tax considerations) are available from the Company's website at www.mavencp.com/migvct5. A DIS election can also be made using the Registrar's share portal at www.signalshares.com.
Fund Raising
On 26 September 2018, the Directors together with the board of Maven Income and Growth VCT PLC, launched an Offer for Subscription in new Ordinary Shares for up to GBP30 million, in aggregate, with a combined over-allotment facility of up to GBP10 million (GBP5 million for each company).
On 25 March 2019, the Directors were pleased to announce that your Company's element of the Offer was fully subscribed, including the over-allotment facility, raising GBP20 million. The first allotment of 23,534,337 new Ordinary Shares, in respect of the 2018/19 tax year, took place on 21 December 2018 following the end of the early investment incentive period. A further allotment of 14,755,373 new Ordinary Shares for the 2018/19 tax year took place on 6 March 2019, with a final allotment for the 2018/19 tax year of 11,806,268 new Ordinary Shares taking place on 3 April 2019. The allotment for the 2019/20 tax year in respect of 2,596,389 new Ordinary Shares took place on 24 April 2019.
This additional capital will enable your Company to continue to expand the portfolio by investing in a range of growth businesses, alongside further follow-on investment to support existing portfolio companies.
Share Buy-backs
Shareholders have given the Board authority to buy back shares for cancellation or to be held in treasury, subject always to such transactions being in the best interests of Shareholders. It is intended that, subject to market conditions, available liquidity and the maintenance of the Company's VCT status, shares will continue to be bought back at prices representing a discount of between 10% and 15% of the prevailing NAV per share. During the period under review, 820,000 shares were bought back at a total cost of GBP275,000.
Principal Risks and Uncertainties
The principal risks and uncertainties facing the Company were set out in full in the Strategic Report contained within the 2018 Annual Report and are the risks associated with investment in small and medium sized unlisted and AIM/NEX quoted companies which, by their nature, carry a higher level of risk and are subject to lower liquidity than investments in large quoted companies. The valuation of investee companies may be affected by economic conditions, the credit environment and other risks including legislation, regulation, adherence to VCT qualifying rules and the effectiveness of the internal controls operated by the Company and the Manager. These risks and procedures are reviewed regularly by the Audit and Risk Committees 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.
Regulatory Update
Your Company is making good progress towards satisfying the requirement of the Finance Act 2018 to hold 80% of its investments in qualifying holdings and it is anticipated that this will be achieved ahead of 30 November 2019, this being your Company's mandatory date of compliance.
In July 2018, the Financial Reporting Council published an update of the UK Corporate Governance Code (the Code), which focused on the application and reporting of the updated Principles. The 2018 Code applies to all companies with a Premium Listing and is applicable for all accounting periods beginning on or after 1 January 2019. In February 2019, the Association of Investment Companies (AIC) issued a revised version of the AIC Code of Corporate Governance (the AIC Code), which takes into consideration the Code and has the same application date. The Board are considering the implications of both the Code and the AIC Code and the future reporting obligations under the new Codes.
On 10 June 2019, the Shareholder Rights Directive II (SRD II) was adopted as an update to the 2007 EU Directive, which aimed to ensure better protection of the rights of shareholders in listed companies. The amendments are focused on further strengthening the position of shareholders to ensure that the decisions of the directors are made for the long-term stability of a company. SRD II aims to increase transparency regarding the investment strategy, directors' remuneration and voting process in general meetings, whilst also involving shareholders in corporate governance.
Board of Directors
On behalf of your Board, I am pleased to welcome Graham Miller as a Non-executive Director. Graham joined the Board on 2 July 2019 and has extensive experience of private equity having started his career at Murray Johnstone Private Equity in 1987, becoming a director in 1994. Graham was corporate development director of Avon Rubber plc from 1998 until 2001 before returning to private equity with 3i Group plc. Since 2008 Graham has operated as an independent director and private investor.
Shareholders will be aware that I have decided to step down as Chairman and Non-executive Director following the conclusion of the Annual General Meeting to be held in 2020. Further details on Chairman succession will be communicated in due course.
Outlook
Your Board is encouraged by the progress achieved during the reporting period and, notwithstanding the political and economic uncertainty, anticipates that the second half of the year will deliver a good level of investment activity. The Board and the Manager remain committed to building a large and diverse portfolio of private and AIM quoted growth companies that can generate further increases in Shareholder value.
Allister Langlands
Chairman
18 July 2019
Investment Manager's Interim Review
Highlights
-- Four new private company investments added to the portfolio, with a further three investments completed post the period end
-- One new AIM quoted company holding added to the portfolio -- Follow-on funding provided to seven portfolio companies -- Substantial pipeline of VCT qualifying investments, with a number in advanced process -- Post the period end, realisations of GEV and Just Trays
Overview
Your Company has made encouraging progress in the first half of the financial year completing five new and seven follow-on investments. This is consistent with the strategic objective of constructing a large and broadly-based portfolio of private and AIM quoted companies that offer the prospect of capital gain. Your Company continues to experience a strong level of deal flow sourced from across the Maven office network and with a large pipeline of interesting new opportunities currently in process, it is anticipated that the second half of the year will be very active.
Your Company has good levels of liquidity and is actively building a large and varied portfolio of investments across a range of attractive industry sectors, notably fintech, healthcare, speciality manufacturing and software. The Manager's regional network now extends to twelve offices across the UK, with a team of executives who have extensive experience in the management of private company holdings, as well as a dedicated AIM team.
It is encouraging to report that despite the ongoing political and economic uncertainty, Maven continues to see a strong pipeline of new opportunities and no discernible impact on the current portfolio holdings. Regardless, Maven will continue to follow a highly selective approach to investment, only supporting companies which offer a combination of management talent and proven ability, in tandem with a compelling or disruptive business model, where the entry price and equity stake secured offers returns commensurate with the early stage nature of VCT investment. Maven has developed positive working relationships with other investors and VCT managers and will continue to co-invest as part of a syndicate, in order to diversify and reduce risk.
Maven also maintains an active relationship with the management teams of private investee companies, often appointing a new chairman as well as a senior Maven executive to the board. This approach adds additional skills and experience, whilst also allowing Maven to monitor performance and assist with strategic planning to help each business grow and generate Shareholder value. Maven executives will also play an active role when an exit is being contemplated.
Portfolio Developments
Your Company is building a diversified portfolio of early stage assets that operate in growth markets, providing products and services to a wide range of end users, often through a disruptive or innovative technology-led approach. These early stage companies have generally made satisfactory progress, with the majority achieving the milestones set out at the time of original investment.
Private Company Holdings
During the period, the established companies within the portfolio have generally continued to perform well. These companies operate in a diverse range of sectors across the UK and their ability to continue to deliver growth reflects their quality and resilience, which has, in some cases, warranted uplifts to valuations.
Renewable energy services group GEV, which specialises in wind turbine blade maintenance, has continued to make encouraging progress. Its largest growth market remains the US, where it has secured a number of new contracts including MHI Vestas, Eon, Siemens and Invenergy. Projects are also being pursued in the UK and Europe that should help to drive further growth. Given the positive performance, the management team, with the support of the Maven appointed board representative, engaged with a corporate finance adviser and initiated a process to market the business for sale. Following a competitive process, an offer from a private equity buyer was accepted and the exit completed shortly after the period end, resulting in a total return of 2.7 times cost over the holding period.
Just Trays, the UK's leading designer and manufacturer of shower trays and related accessories continues to deliver growth. The business remains committed to innovation and new product development within its core market and now manufactures over 6,000 shower trays per week from its facility in Leeds for customers in the UK and overseas. Following an actively managed sales process, led by a specialist corporate finance adviser, an offer to buy the business was accepted from a trade acquiror, with the exit completing shortly after the period end. The realisation generated a total return of 2.0 times cost over the holding period, including a deferred element.
In 2013, your Company participated in a syndicate to invest in Global Risk Partners, backing a highly experienced management team to pursue a buy & build strategy in the speciality insurance market. Since launch, the business has achieved considerable scale, having completed and successfully integrated 52 acquisitions with gross written premium of the enlarged business now in excess of GBP700 million. Global Risk Partners is now within the top ten insurance brokers in the UK and the outlook remains positive, with a strong pipeline of acquisition opportunities currently under review.
In light of the continued improvement in market conditions within the oil & gas sector, the majority of portfolio companies with exposure are recording increased levels of sales, higher profitability and strong forward order books, building on the improvements of 2018. Following a sustained period of positive trading and a recovery in profitability, the provision taken against HCS Control Systems, the specialist designer, manufacturer and assembler of subsea systems, has been reversed. The Manager will continue to monitor the progress of sector assets through the second half of the year.
Curo Compensation, a developer of advanced Software-as-a-Service (SaaS) solutions to manage the annual financial compensation cycle for corporate clients, has made good progress since the initial investment in December 2017. The company has a diverse client base including Bupa, Compass Group, Sage and Virgin Atlantic, and is focused on increasing its customers and annual contract value. During the period, additional funding was provided to help support growth, specifically through the recruitment of a number of experienced individuals and the planned expansion into the North American market.
Your Company first invested in ITS Technology, a developer and operator of full fibre digital networks for urban and rural areas, in July 2017. Since investment, the business has achieved scale by expanding its network base and now serves over 1,400 customers.
Visual asset management services group Whiterock continues to make positive progress in line with the core objectives identified at the time of original investment. Since 2016, the business has developed its technology platform and secured a number of material contracts with international blue-chip clients, representing a strong endorsement of the product and its capabilities. Follow-on funding was provided to the company in July 2018 to support growth and the outlook for the current year is highly encouraging.
Following contract delays, a provision was taken against the holding in Cognitive Geology, with further funding provided to support the company as it develops new opportunities, albeit at a lower valuation that reflected the slower than anticipated progress.
Quoted Company Holdings
In the first half of the year the AIM portfolio maintained its steady performance. The strategy remains to reduce the exposure to certain holdings in the portfolio when market conditions and qualifying levels permit.
During the period, Concurrent Technology announced results for the year to 31 December 2018 that reported revenue ahead of the previous year at GBP16.6 million, with EBITDA up 5.8% to GBP4.6 million and PBT flat at GBP2.9 million. The company confirmed the total dividend would increase by 4.5% to 2.3p per share and that cash, and cash equivalents, at the year-end were GBP7.7 million. Operational highlights in the period saw the company introduce several new high-performance embedded computer boards and accessory modules, the provision of additional third-party software and hardware products and systems support in order to broaden the product range and an updated UK manufacturing line to provide further production capacity and capability. The company intends to continue to invest in R&D and experienced technical personnel, to enable it to provide products suitable for new applications such as artificial intelligence and deep learning. Whilst the company remains open to the prospect of selective acquisitions, it also recognises the opportunities for organic growth by extending its product range and further developing its relationships with key hardware and software partners. The new financial year has started well, with a very strong order book giving confidence in the outturn for the year ahead.
Ideagen released interim results for the period to 31 October 2018, which were in line with market expectations. Revenue increased by 22% to GBP21 million, with recurring revenue up 30% to GBP14 million and representing 67% of total turnover. Underlying organic revenue grew by 8%, with like-for-like bookings 34% ahead at GBP14.5 million and like-for-like SaaS bookings up 80% to GBP6.6 million. Given the momentum in the SaaS business, Ideagen reiterated its expectation of generating 74% of revenues from recurring contracts by the end of 2020. Adjusted earnings before interest, tax, depreciation and amortisation (EBITDA) increased by 22% to GBP5.8 million, with adjusted profit before tax (PBT) up 17% to GBP4.8 million. Effective cash generated from operations was GBP5 million, with the period end net debt standing at GBP1.3 million, after spending GBP24.3 million on acquisitions. The acquisitions were funded from the GBP20 million fundraise, which completed in September 2018, together with the revolving credit facility and organic cash generation. Demand for the company's key integrated risk management verticals continued to be robust, with new customer wins across a range of industries and customer retention remained strong at 95%. Post the period end, the company acquired Redland for a net initial consideration of GBP15.8 million. Redland is a financial services SaaS provider operating in the RegTech sector, providing solutions that underpin the Senior Managers and Certification Regime (SMCR) and individual employee competency. Redland's Insight SaaS platform is used by over 40 organisations, including 7 FTSE 100 and 2 Fortune 100 companies, and the acquisition is expected to be immediately earnings enhancing with mid-single digit accretion anticipated for the current financial year.
In the year to 31 December 2018 K3 Business Technology reported a return to profitability, reflecting the initiatives started two years previously to strengthen and reposition the company. Its growth strategy was the intention to increase revenues from its own intellectual property (IP), to enhance margins and increase recurring revenues. In the full year, revenues were GBP83.3 million, of which 48.3% were recurring, with 21% coming from the company's own IP. The company's revenue profile is changing, reflecting the move towards 'consumption-based' models, the impact of which is a flattening of its growth profile as revenues are spread over a longer term and the company expects this trend to accelerate. Adjusted profits from operations were GBP4.6 million, with adjusted PBT of GBP4 million. Cash generation was also stronger and helped reduce net debt to GBP0.6 million. Strategically, the focus remains to transition K3 from a value-added reseller to a 'product-led' company.
In the full year to 31 March 2019 Vianet reported a 7.7% increase in revenue to GBP15.7 million, driven by the Vendman acquisition. Blended recurring revenue remained strong at 94% with average recurring revenue per connected device 7.4% ahead of prior year. Gross margin was flat at 68% and adjusted operating profit rose 6.4% to GBP3.9 million, with the average operating profitability per connected device up over 10% year-on-year. Smart Zones maintained its level of profitability, reporting adjusted operating profit of GBP4.48 million, despite the challenging conditions in the UK pub market. The division is focused on executing the roll-out of technology upgrades to provide a platform for delivering new analytics and insight to customers. Vianet noted the growth prospects for managed operators in the UK and US, where it plans to expand its iDraught footprint, reiterating its commitment to establishing a significant US profit centre. The Vendman deal has provided the company with significant cross-selling opportunities, which are expected to be further developed in the current year. Vianet has high levels of recurring income and strong cashflow with the balance sheet providing scope for further investment to accelerate the expansion of Smart Machines and also to fund selective acquisitions. The company is well positioned to deliver earnings growth and expand its future strategic options.
Water Intelligence reported a robust set of results for the year to 31 December 2018, achieving strong growth with revenue up 45% on the prior year to nearly $25.5 million, and total system wide sales (franchisee gross sales and corporate- operated sales) exceeding the $100 million mark. PBT increased by over 53% to $1.8 million, with adjusted PBT up 44% to $2.5 million driven by both organic growth and through the reacquisition of franchises. The company has expanded its cross-selling efforts between American Leak Detection (ALD) and Water Intelligence so that it can capture the entire matrix of opportunities across residential, commercial, municipal, clean water and wastewater. The outlook for 2019 and beyond is positive, with the company identifying technology to supplement the offering and capitalise on the growing connected home and insurance markets. Management remains confident in delivering its vision to create a world-class water infrastructure services company. During the reporting period, the company raised GBP3.2 million through a market placing. The proceeds will be used to accelerate the growth strategy, expand ALD's insurance channel, organic growth of existing locations and further reacquisitions of franchises.
During the reporting period, there were a number of corporate actions, with acquisitions completed by several portfolio companies and fund raisings by others including Access Intelligence, Amerisur Resources, Egdon Resources, FireAngel Safety Technology, Ideagen, Infrastrata, Omega Diagnostics, Premier Oil, Renalytix AI, Transense Technologies and Water Intelligence.
The Directors and the Manager continue to pursue an active policy with respect to liquidity management and the non- qualifying holdings in investment trusts, and will continue to consider a range of other income generating investment options permitted under the VCT regulations.
New Investments
During the period, your Company provided development capital to four private companies operating in growth markets:
-- Avid Technology is a leader in the design, manufacture and assembly of powertrain components and propulsion systems for the electrification of commercial, industrial and high-performance vehicles, with specific expertise in electric pumps, electric fans, power electronics, battery systems and traction motors. The company has an impressive client list, including Caterpillar and Jaguar Land Rover, and the funding will be used to increase headcount, invest in facilities and support the scaling up of the manufacturing capabilities.
-- HiveHR is a provider of an employee engagement SaaS platform that provides real time, responsive and automated employee feedback surveys to enable organisations better understand their employees. The company has an existing strong customer base including Hermes, Shop Direct, Travelodge, Tarmac, Accenture, River Island and various NHS and public sector organisations, and retains a high level of recurring revenue. The funding will be used to support the growth of the business as it targets further increases in its client base.
-- Mojo Mortgages is an FCA authorised mortgage broker that has developed an integrated platform, enabling customers to complete their mortgage search and full application process online. The company is focused on improving the user experience and, in particular, reducing the length of time a mortgage application takes to complete. The funding will be used to support marketing activities, raise the company's profile and recruit additional staff to help further develop the technology platform.
-- Symphonic Software is a developer and provider of context-aware authorisation software that controls user permissions and access to data. The company aims to change the way organisations regulate the sharing of information, allowing them to securely share sensitive and time-critical information. The system also provides centralised visibility and control over the application of internal policies across an enterprise's entire data landscape within one easy-to-use interface, whilst maintaining compliance with external regulations. The funding will be invested in sales and marketing resource and used to help the team to improve service to clients.
In addition, one AIM quoted investment was added to the portfolio:
-- DeepMatter is a technology company that has developed an integrated software, hardware and machine learning enabled platform, DigitalGlassware, which operates across the research and process development sectors. The solution enables users to turn chemistry into code, making it easier to record, reproduce and share. Your Company participated in the GBP4 million (gross) fundraising, which completed in February 2019 and the proceeds are being used to further develop the DigitalGlassware technology and platform.
The following investments were completed during the reporting period:
Hot Features
Premium
Purchases Date Sector Investment Website
cost
GBP'000
----------------------------- --------------- ----------------------- ----------- -------------------------
Unlisted
New investments
Avid Technology Group February 2019 Automobiles & 213 www.avidtp.com
Limited parts
HiveHR Limited April 2019 Software & computer 250 www.hive.hr
services (Human
Resources)
Life's Great Group February 2019 Software & computer 250 www.mojomortgages.com
Limited services (Financial
(trading as Mojo Mortgages) Services)
Symphonic Software March 2019 Software & computer 185 www.symphonicsoft.com
Limited services (Financial
services/healthcare)
----------------------------- --------------- ----------------------- ----------- -------------------------
Total new investments 898
----------------------------------------------------------------------- ----------- -------------------------
Follow-on investments
Cognitive Geology April 2019 Software & computer 38 www.cognitivegeology.com
Limited services (Energy
services)
Contego Solutions March 2019 Software & computer 250 www.northrow.com
Limited services (Financial
(trading as NorthRow) services)
Curo Compensation December 2018 Software & computer 56 www.curocomp.com
Limited services
(Human resources)
Lending Works Limited May 2019 Software & computer 37 www.lendingworks.co.uk
services
(Financial services)
QikServe Limited May 2019 Software & computer 35 www.qikserve.com
services
(Hospitality)
Rockar 2016 Limited April 2019 Software & computer 29 www.rockar.com
(trading as Rockar) services (Automotive
WaterBear Education May 2019 Support services 125 www.waterbear.org.uk
Limited
----------- -------------------------
Total follow-on investments 570
----------- -------------------------
Total unlisted 1,468
----------------------------------------------------------------------- ----------- -------------------------
Quoted March 2019 Technology 250 www.deepmattergroup.com
DeepMatter Group Plc
----------------------------- --------------- ----------------------- ----------- -------------------------
Total quoted 250
----------------------------------------------------------------------- ----------- -------------------------
Purchases (continued) Date Sector Investment Website
cost
GBP'000
-------------------------- ------------ ---------------------- ----------- ------------------------------
Private equity investment
trusts(1)
Apax Global Alpha March 2019 Investment companies 216 www.apaxglobalalpha.com
Limited
BMO Private Equity March 2019 Investment companies 281 www.bmoprivateequitytrust.com
Trust
PLC (formerly F&C
Private
Equity Trust PLC)
HarbourVest Global March 2019 Investment companies 250 www.hvpe.com
Private Equity Limited
HgCapital Trust PLC March 2019 Investment companies 255 www.hgcapitaltrust.com
ICG Enterprise Trust March 2019 Investment companies 264 www.icg-enterprise.co.uk
PLC
Pantheon International March 2019 Investment companies 175 www.piplc.com
PLC
Princess Private March 2019 Investment companies 248 www.princess-privateequity.net
Equity
Holding Limited
Standard Life Private April 2019 Investment companies 162 www.slpet.co.uk
Equity
Trust PLC
----------- ------------------------------
Total private equity
investment trusts 1,851
----------- ------------------------------
Total investments 3,569
---------------------------------------------------------------- ----------- ------------------------------
(1) Part of liquidity management strategy.
At the period end, the portfolio stood at 90 unlisted and quoted investments, at a total cost of GBP29.9 million.
Realisations
The table below gives details of all realisations achieved during the reporting period:
Cost of Gain/(loss)
shares Value at over
Year Complete/ disposed 30 November Sales Realised 30 November
first partial of 2018 proceeds gain/(loss) 2018 value
Sales invested exit GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
-------------------------- ---------- ----------- ---------- ------------ ---------- ------------- ------------
Unlisted
Martel Instrument
Holdings
Limited(1)
53 53 53 - -
Other unlisted
investments 2015 Partial 2 - 6 4 6
-------------------------- ---------- ----------- ---------- ------------ ---------- ------------- ------------
Total unlisted 55 53 59 4 6
-------------------------- ---------- ----------- ---------- ------------ ---------- ------------- ------------
Quoted
DeepMatter Group PLC 2019 Partial 13 12 15 2 3
EFK Diagnostic Holdings
PLC 2010 Complete 70 131 131 61 -
-------------------------- ---------- ----------- ---------- ------------ ---------- ------------- ------------
Total quoted 83 143 146 63 3
-------------------------- ---------- ----------- ---------- ------------ ---------- ------------- ------------
Total disposals 138 196 205 67 9
-------------------------- ---------- ----------- ---------- ------------ ---------- ------------- ------------
(1) Redemption of loan notes by investee company.
During the period, one AIM quoted company was struck off the Register of Companies, resulting in a realised loss of GBP372,000 (cost GBP372,000). This had no effect on the NAV of the Company as a full provision had been made against the value of the holding in earlier periods.
As at the date of the Interim Report, the Manager is in dialogue with several investee companies and prospective acquirors at various stages of an exit process. However, there can be no certainty that these discussions will result in profitable realisations.
Material Developments Since the Period End
Since 31 May 2019, three new private company holdings have been added to the portfolio.
-- Digital Bridge has developed a virtual guided design assistant that uses pioneering artificial intelligence (AI) and computer vision technology to guide customers through the entire process of creating a bathroom or kitchen, from concept to completion, via its online portal. The platform has been operational within B&Q since 2017 and was rolled out to its French sister-company Castorama in early 2018. The investment will be used to increase headcount, establish an office in the US and add further functionality to the existing product.
-- Honcho Markets has developed an innovative app-based platform that aims to redefine how consumers purchase insurance products by providing a transparent, cost-effective and engaging way of buying car, home, contents, travel or pet cover. The app uses a reverse auction marketplace, which enables insurance companies to actively bid for consumers' business, ensuring a highly competitive quote. Initially, the platform will be launched within the highly competitive motor insurance market, with a view to expanding into personal lines at a future date. The investment will be used to support the national market launch of Honcho.
-- Filtered Technologies has developed a market leading learning and development solution for corporate clients, driven by AI software that uses an intelligent learning recommendation engine. The core product, magpie, provides a range of tailored training content suitable for both retail and corporate markets, and the existing clients list includes Shell, Royal Mail, New Look and the NHS. The investment will support the further development of the technology and product, as well as enhancing the sales and marketing function to help drive future sales.
Follow-on funding was also provided to ADC Biotechnology to help support the continued growth of the business.
In addition, as highlighted previously, exits from the holdings in GEV and Just Trays were completed in June 2019.
Outlook
Your Company is making good progress towards its objective of building a large and diverse portfolio of high quality private and AIM quoted growth companies. The pipeline of opportunities currently in progress is very healthy, indicating that the rate of new investment in the second half of the year will be strong. The Manager remains focused on identifying and investing in some of the most attractive younger growth companies across the UK, whilst also supporting existing holdings that are making demonstrable commercial progress. Your Company, therefore, is well positioned to achieve its strategic objective and, notwithstanding the political and economic uncertainty, the Manager is optimistic that the developing investee company portfolio will continue to deliver Shareholder value.
Maven Capital Partners UK LLP
Manager
18 July 2019
Summary of Investment Changes
For the Six Months Ended 31 May 2019
Valuation Net investment/ Appreciation/ Valuation
30 November 2018 (disinvestment) (depreciation) 31 May 2019
----------------------- ---------------------- ---------------- --------------- ----------------------
GBP'000 % GBP'000 GBP'000 GBP'000 %
----------------------- -------- ------------ ---------------- --------------- -------- ------------
Legacy Portfolio
Unlisted investments
Equities 821 2.9 - - 821 1.7
======================= ======== ============ ================ =============== ======== ============
821 2.9 - - 821 1.7
AIM/NEX 8,117 28.7 (131) 73 8,059 16.9
======================= ======== ============ ================ =============== ======== ============
Total Legacy Portfolio 8,938 31.6 (131) 73 8,880 18.6
======================= ======== ============ ================ =============== ======== ============
Maven Portfolio
Unlisted investments
Equities 7,528 26.7 1,329 328 9,185 19.2
Loan stocks 5,973 21.1 80 (29) 6,024 12.6
======================= ======== ============ ================ =============== ======== ============
13,501 47.8 1,409 299 15,209 31.8
AIM/NEX 435 1.5 235 (35) 635 1.3
Investment trusts 68 0.2 1,851 24 1,943 4.1
======================= ======== ============ ================ =============== ======== ============
Total Maven Portfolio 14,004 49.5 3,495 288 17,787 37.2
======================= ======== ============ ================ =============== ======== ============
Total Portfolio 22,942 81.1 3,364 361 26,667 55.8
Cash 5,362 19.0 15,552 - 20,914 43.8
Other assets (44) (0.1) 214 - 170 0.4
======================= ======== ============ ================ =============== ======== ============
Net assets 28,260 100.0 19,130 361 47,751 100.0
======================= ======== ============ ================ =============== ======== ============
Ordinary Shares
in issue 75,275,587 127,147,954
======================= ====================== ================ =============== ======================
Net asset value
(NAV)
per Ordinary Share 37.54p 37.56p
======================= ====================== ================ =============== ======================
Mid-market price 34.60p 33.00p
======================= ====================== ================ =============== ======================
Discount to NAV 7.83% 12.14%
Investment Portfolio Summary
As at 31 May 2019
% of
equity held
Valuation Cost % of total % of equity by other
Investment GBP'000 GBP'000 assets held clients(1)
----------------------------------------------- ---------- --------- ----------- ------------ ------------
Unlisted
JT Holdings (UK) Limited (trading as
Just Trays) 1,138 696 2.4 7.7 22.3
Rockar 2016 Limited (trading as Rockar) 896 580 2.0 3.0 12.6
GEV Holdings Limited 836 336 1.8 2.1 33.9
The GP Service (UK) Limited 730 698 1.5 9.7 39.9
CB Technology Group Limited 680 521 1.4 10.6 68.3
Glacier Energy Services Holdings Limited 643 643 1.3 2.5 25.2
Maven Co-invest Endeavour Limited Partnership 606 303 1.3 5.9 94.1
(invested in Global Risk Partners)
Ensco 969 Limited (trading as DPP) 584 515 1.2 2.2 32.3
Horizon Cremation Limited 560 560 1.2 3.1 19.1
Contego Solutions Limited (trading as
NorthRow) 548 549 1.1 3.3 15.0
Flow UK Holdings Limited 498 498 1.0 6.0 29.0
Vodat Communications Group Limited 476 264 1.0 2.0 24.9
Servoca PLC(2) 470 612 1.0 3.0 -
CatTech International Holdings Limited 468 299 1.0 2.9 27.2
ITS Technology Group Limited 464 464 1.0 3.5 33.0
Fathom Systems Group Limited 448 593 0.9 6.7 53.3
QikServe Limited 424 424 0.9 2.3 14.2
RMEC Group Limited 384 308 0.8 2.0 48.1
HCS Control Systems Group Limited 373 373 0.8 3.0 33.5
ebb3 Limited 352 206 0.7 5.2 50.4
Whiterock Group Limited 347 321 0.7 5.2 24.8
Cambridge Sensors Limited 342 1,184 0.7 13.0 -
Lending Works Limited 336 336 0.7 2.8 16.8
Bright Network (UK) Limited 274 274 0.6 3.8 26.2
R&M Engineering Group Limited 268 357 0.6 4.0 66.6
HiveHR Limited 250 250 0.5 7.7 10.8
Life's Great Group Limited 250 250 0.5 3.9 21.9
(trading as Mojo Mortgages)
WaterBear Education Limited 245 245 0.5 5.7 38.0
Growth Capital Ventures Limited 243 233 0.5 5.6 32.9
eSafe Global Limited 224 224 0.5 4.3 27.8
Avid Technology Group Limited 213 213 0.4 3.4 18.5
Boiler Plan (UK) Limited 200 200 0.4 5.8 41.9
Curo Compensation Limited 185 181 0.4 2.0 17.0
Symphonic Software Limited 185 185 0.4 2.2 12.1
BioAscent Discovery Limited 174 174 0.4 4.4 35.6 ADC Biotechnology Limited 167 341 0.3 2.1 15.0 ISN Solutions Group Limited 159 250 0.3 3.6 51.4 Lydia Limited (trading as Motokiki) 117 117 0.2 4.2 42.3 Optoscribe Limited 100 100 0.2 1.0 9.0 Cognitive Geology Limited 87 187 0.2 3.0 16.9 Martel Instruments Holdings Limited 53 53 0.1 - 44.3 Space Student Living Limited 25 - 0.1 5.6 74.5 Other unlisted investments 8 2,063 - ----------------------------------------------- ---------- --------- ----------- ------------ ------------ Total unlisted 16,030 17,180 33.5 ----------------------------------------------- ---------- --------- ----------- ------------ ------------
Investment Portfolio Summary (Continued)
As at 31 May 2019
% of
equity held
Valuation Cost % of total % of equity by other
Investment GBP'000 GBP'000 assets held clients(1)
----------------------------------------- ---------- --------- ----------- ------------ ------------
Quoted
Ideagen PLC 3,388 180 7.2 1.2 0.3
Water Intelligence PLC 1,340 272 2.8 3.3 -
K3 Business Technology Group PLC 449 238 0.9 0.6 -
Access Intelligence PLC 412 362 0.9 0.2 -
Vianet Group PLC 411 405 0.9 1.2 0.3
(formerly Brulines Group PLC)
ClearStar Inc 397 435 0.8 2.1 -
Concurrent Technologies PLC 361 161 0.8 0.7 -
Synectics PLC 254 308 0.5 0.8 -
(formerly Quadnetics Group PLC)
Vectura Group PLC 249 153 0.5 - -
DeepMatter Group PLC 238 238 0.5 1.3 -
Anpario (formerly Kiotech International
PLC) 211 69 0.4 0.3 -
Avingtrans PLC 193 54 0.4 0.3 -
Croma Security Solutions Group PLC 152 433 0.3 0.9 -
Netcall PLC 131 26 0.3 0.2 -
Dods Group PLC 102 450 0.2 0.4 -
Omega Diagnostics Group PLC 65 130 0.1 0.5 -
FireAngel Safety Technology Group PLC 62 35 0.1 0.3 -
(formerly Sprue Aegis PLC)
Renalytix AI PLC 51 - 0.1 - -
AorTech International PLC 42 229 0.1 0.5 -
Amerisur Resources PLC 37 53 0.1 - -
Vertu Motors PLC 34 50 0.1 - -
Premier Oil PLC 32 169 0.1 - -
Egdon Resources PLC 29 48 0.1 0.3 -
Transense Technologies PLC 20 1,188 - 0.3 -
Other quoted investments 34 5,130 -
Total quoted 8,694 10,816 18.2
------------
Investment Portfolio Summary (Continued)
As at 31 May 2019
% of equity
Valuation Cost % of total % of equity held by other
Investment GBP'000 GBP'000 assets held clients(1)
------------------------------------------- ---------- --------- ----------- ------------ --------------
Private equity investment trusts
HarbourVest Global Private Equity Limited 272 250 0.6 - 0.1
ICG Enterprise Trust PLC 271 264 0.6 - 0.1
HgCapital Trust PLC 260 255 0.5 0.3 1.0
BMO Private Equity Trust PLC 257 281 0.5 0.1 0.3
(formerly F&C Private Equity PLC)
Princess Private Equity Holding Limited 252 248 0.5 - 0.2
Apax Global Alpha Limited 233 229 0.5 - 0.1
Standard Life Private Equity Trust PLC 216 205 0.5 - 0.1
Pantheon International PLC 182 175 0.4 - 0.1
------------------------------------------- ---------- --------- ----------- ------------ --------------
Total private equity investment trusts 1,943 1,907 4.1
------------------------------------------- ---------- --------- ----------- ------------ --------------
Total investments 26,667 29,903 55.8
------------------------------------------- ---------- --------- ----------- ------------ --------------
(1) Other clients of Maven Capital Partners UK LLP.
(2) This company delisted from AIM.
Income Statement
For the Six Months Ended 31 May 2019
Six months ended Six months ended Year ended
31 May 2019 31 May 2018 30 November 2018
(unaudited) (unaudited) (audited)
Revenue Capital Total Revenue Capital Total Revenue Capital Total
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
Gains on investments - 361 361 - 1,561 1,561 - 2,707 2,707
Income from investments 200 - 200 314 - 314 568 - 568
Other income 12 - 12 12 - 12 24 - 24
Investment management (66) (198) (264) (107) (319) (426) (185) (554) (739)
fees
Other expenses (121) - (121) (122) - (122) (351) - (351)
------------------------ -------- -------- -------- -------- -------- -------- -------- -------- --------
Net return on
ordinary 25 163 188 97 1,242 1,339 56 2,153 2,209
activities before
taxation
Tax on ordinary
activities - - - (4) 4 - - - -
------------------------ -------- -------- -------- -------- -------- -------- -------- -------- --------
Return attributable
to Equity Shareholders 25 163 188 93 1,246 1,339 56 2,153 2,209
------------------------ -------- -------- -------- -------- -------- -------- -------- -------- --------
Earnings per share
(pence) 0.02 0.15 0.17 0.12 1.64 1.76 0.07 2.84 2.91
------------------------ -------- -------- -------- -------- -------- -------- -------- -------- --------
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
For Six Months Ended 31 May 2019
Six months ended 31 May 2019 (unaudited)
Share Capital Capital Special Capital
Share premium reserve reserve distributable redemption Revenue
capital account realised unrealised reserve reserve reserve Total
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
----------------- --------- -------- --------- ----------- -------------- ----------- --------- ---------
At 30 November
2018 7,527 8,816 (24,615) (3,530) 37,531 3,752 (1,221) 28,260
Net return - - (131) 294 - - 25 188
Dividends paid - - - - - - - -
Repurchase and
cancellation of
shares (82) - - - (275) 82 - (275)
Net proceeds of
share issue 5,269 14,309 - - - - - 19,578
----------------- --------- -------- --------- ----------- -------------- ----------- --------- ---------
At 31 May 2019 12,714 23,125 (24,746) (3,236) 37,256 3,834 (1,196) 47,751
----------------- --------- -------- --------- ----------- -------------- ----------- --------- ---------
Six months ended 31 May 2018 (unaudited)
Share Share Capital Capital Special Capital Revenue Total
capital premium reserve reserve distributable redemption reserve GBP'000
GBP'000 account realised unrealised reserve reserve GBP'000
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
----------------- --------- -------- --------- ----------- ------------------- ----------- --------- ---------
At 30 November
2017 7,646 8,816 (23,276) (4,222) 37,918 3,633 (1,277) 29,238
Net return - - 605 641 - - 93 1,339
Dividends paid - - (2,800) - - - - (2,800)
Repurchase and
cancellation of
shares (78) - - - (256) 78 - (256)
----------------- --------- -------- --------- ----------- ------------------- ----------- --------- ---------
At 31 May 2018 7,568 8,816 (25,471) (3,581) 37,662 3,711 (1,184) 27,521
----------------- --------- -------- --------- ----------- ------------------- ----------- --------- ---------
Year ended 30 November 2018 (audited)
Share Share Capital Capital Special Capital Revenue Total
capital premium reserve reserve distributable redemption reserve GBP'000
GBP'000 account realised unrealised reserve reserve GBP'000
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
----------------- --------- -------- --------- ----------- -------------- ----------- --------- ---------
At 30 November
2017 7,646 8,816 (23,276) (4,222) 37,918 3,633 (1,277) 29,238
Net return - - 1,461 692 - - 56 2,209
Dividends paid - - (2,800) - - - - (2,800)
Repurchase and
cancellation of
shares (119) - - - (387) 119 - (387)
----------------- --------- -------- --------- ----------- -------------- ----------- --------- ---------
At 30 November
2018 7,527 8,816 (24,615) (3,530) 37,531 3,752 (1,221) 28,260
----------------- --------- -------- --------- ----------- -------------- ----------- --------- ---------
The accompanying Notes are an integral part of the Financial Statements.
Balance Sheet
As at 31 May 2019
31 May 2019 31 May 2018 31 November 2018
(unaudited) (unaudited) (unaudited)
GBP'000 GBP'000 GBP'000
-------------------------------------- ------------- ------------- ----------------
Fixed assets
Investments at fair value through
profit or loss 26,667 22,931 22,942
Current assets
Debtors Cash
202 454 268
20,914 4,346 5,362
-------------------------------------- ------------- ------------- ----------------
21,116 4,800 5,630
Creditors
Amounts falling due within one
year (32) (210) (312)
-------------------------------------- ------------- ------------- ----------------
Net current assets 21,084 4,590 5,318
-------------------------------------- ------------- ------------- ----------------
Net assets 47,751 27,521 28,260
-------------------------------------- ------------- ------------- ----------------
Capital and reserves
Called up share capital 12,714 7,568 7,527
Share premium account 23,125 8,816 8,816
Capital reserve - realised (24,746) (25,471) (24,615)
Capital reserve - unrealised (3,236) (3,581) (3,530)
Special distributable reserve 37,256 37,662 37,531
Capital redemption reserve 3,834 3,711 3,752
Revenue reserve (1,196) (1,184) (1,221)
-------------------------------------- ------------- ------------- ----------------
Net assets attributable to Ordinary
Sharholders 47,751 27,521 28,260
-------------------------------------- ------------- ------------- ----------------
Net asset value per Ordinary
Share (pence) 37.56 36.37 37.54
-------------------------------------- ------------- ------------- ----------------
The Financial Statements of Maven Income and Growth VCT 5 PLC, registered number 4084875, were approved and authorised for issue by the Board of Directors on 18 July 2019 and were signed on its behalf by:
Allister Langlands
Chairman
The accompanying Notes are an integral part of the Financial Statements.
Cash Flow Statement
For the Six Months Ended 31 May 2019
Six months ended Six months ended Year ended
31 May 2018
31 May 2019 (unaudited) 30 November
2018
(unaudited) GBP'000 (audited)
GBP'000 GBP'000
------------------------------ ---------------- ---------------- ------------
Net cash flows from operating
activities (418) (513) (576)
Cash flows from investing
activities
Purchase of investments (3,569) (925) (2,453)
Sale of investments 236 2,590 5,328
------------------------------ ---------------- ---------------- ------------
Net cash flows from investing
activities (3,333) 1,665 2,875
------------------------------ ---------------- ---------------- ------------
Cash flows from financing
activities
Equity dividends paid - (2,800) (2,800)
Issue of Ordinary Shares 19,578 - -
Repurchase of Ordinary Shares (275) (337) (468)
------------------------------ ---------------- ---------------- ------------
Net cash flows from investing
activities 19,303 (3,137) (3,268)
------------------------------ ---------------- ---------------- ------------
Net increase/(decrease)
in cash 15,552 (1,985) (969)
------------------------------ ---------------- ---------------- ------------
Cash at beginning of period 5,362 6,331 6,331
Cash at end of period 20,914 4,346 5,362
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 2019 and the six months ended 31 May 2018 comprises non-statutory accounts within the meaning of S435 of the Companies Act 2006. The financial information contained in the Interim Report has been prepared on the basis of the accounting policies set out in the Annual Report and Financial Statements for the year ended 30 November 2018, which have been filed at Companies House and which contained an Auditor's Report which was not qualified and did not contain a statement under S498(2) or S498(3) of the Companies Act 2006.
2. Reserves
Share premium account
The share premium account represents the premium above nominal value received by the Company on issuing shares net of issue costs.
Capital reserves
Gains or losses on investments realised in the year that have been recognised in the Income Statement are transferred to the capital reserve realised account on disposal. Furthermore, any prior unrealised gains or losses on such investments are transferred from the capital reserve unrealised account to the capital reserve realised account on disposal.
Increases and decreases in the fair value of investments are recognised in the Income Statement and are then transferred to the capital reserve unrealised account. The capital reserve realised account also represents capital dividends, capital investment management fees and the tax effect of capital items.
Special distributable reserve
The total cost to the Company of the repurchase and cancellation of shares is represented in the special distributable reserve.
Capital redemption reserve
The nominal value of shares repurchased and cancelled is represented in the capital redemption reserve.
Revenue reserve
The revenue reserve represents accumulated profits retained by the Company that have not been distributed to Shareholders as a dividend.
3. Return per Ordinary Share Six months ended 31
May 2019
------------------------------------------------------ --------------------
The returns per share have been based on the following
figures: 106,992,292
Weighted average number of Ordinary Shares
Revenue return GBP25,000
Capital return GBP163,000
------------------------------------------------------ --------------------
Total return GBP188,000
------------------------------------------------------ --------------------
Directors' Responsibility Statement
The Directors confirm that, to the best of their knowledge:
-- the Financial Statements for the six months ended 31 May 2019 have been prepared in accordance with FRS 102, the Financial Reporting Standard applicable in the UK and Republic of Ireland;
-- the Interim Management Report, comprising the Chairman's Statement and the Investment Manager's Interim Review, includes a fair review of the information required by DTR 4.2.7R in relation to the indication of important events during the first six months, and of the principal risks and uncertainties facing the Company during the second six months, of the year ending 30 November 2019; and
-- the Interim Management Report includes adequate disclosure of the information required by DTR 4.2.8R in relation to related party transactions and any changes therein.
By order of the Board
Maven Capital Partners UK LLP
Secretary
18 July 2019
This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact rns@lseg.com or visit www.rns.com.
END
IR SFSFMAFUSESW
(END) Dow Jones Newswires
July 18, 2019 12:06 ET (16:06 GMT)
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