Interim / Quarterly Report • May 31, 2016
Interim / Quarterly Report
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Interim Report For the Six Months Ended 31 May 2016
Maven Income and Growth VCT 3 PLC (formerly known as Aberdeen Growth Opportunities VCT PLC) is a venture capital trust (VCT) and its shares are listed on the Premium segment of the Official List and traded on the main market of the London Stock Exchange. The Company was incorporated on 7 September 2001. Following the conversion of the C Ordinary shares on 28 February 2009, the Company has one class of share.
The Company aims to achieve long term capital appreciation and generate maintainable levels of income for Shareholders.
The Articles of Association require the Directors to put a proposal for the continuation of the Company, in its then form, to Shareholders at the Annual General Meeting to be held in 2020, and thereafter, at five yearly intervals. For such a resolution not to be passed, Shareholders holding at least 25% of the Shares then in issue must vote against the resolution.
Shares in the Company can be purchased and sold in the market through a stockbroker. For qualifying investors buying shares on the open market:
The broker to the Company is Shore Capital Stockbrokers Limited (020 7647 8132).
The Company currently conducts its affairs so that the shares issued by it can be recommended by financial advisers to ordinary retail investors in accordance with the rules of the Financial Conduct Authority (FCA) in relation to non-mainstream investment products and intends to continue to do so for the foreseeable future. The Company's shares are excluded from the FCA's restrictions which apply to non-mainstream investment products because they are shares in a venture capital trust and the returns to investors are predominantly based on investments in private companies or publicly quoted securities.
Shareholders in a number of UK registered companies have received unsolicited calls from organisations, usually based overseas or using false UK addresses or phone lines routed abroad, offering to buy shares at prices much higher than their current market values or to sell non-tradable, overpriced, high risk or even nonexistent securities. Whilst the callers may sound credible and professional, Shareholders should be aware that their intentions are often fraudulent and high pressure sales techniques may be applied, often involving a request for an indemnity or a payment to be provided in advance.
If you receive such a call, you should exercise caution and, based on advice from the FCA, the following precautions are suggested:
Scam warning: www.the-fca.org.uk/consumers
Income Statement
Financial Highlights
Interim Review
Summary of Investment Changes
Analysis of Unlisted and Quoted Portfolio
Investment Portfolio Summary
Your Notes
| 31 May 2016 |
30 November 2015 |
31 May 2015 |
30 November 2014 |
31 May 2014 |
|
|---|---|---|---|---|---|
| Net asset value (NAV) | £36,743,000 | £37,636,000 | £36,692,000 | £31,958,000 | £30,948,000 |
| NAV per Ordinary Share | 89.34p | 91.09p | 88.83p | 86.50p | 84.24p |
| Dividends paid to date | 50.95p | 47.20p | 41.70p | 41.70p | 39.70p |
| NAV total return per shareA | 140.29p | 138.29p | 130.53p | 128.20p | 123.94p |
| Share priceB | 90.50p | 75.75p | 75.25p | 75.75p | 73.00p |
| Premium/(discount) to NAV | 1.3% | (16.8)% | (15.3)% | (12.4)% | (13.3)% |
| Ordinary Shares in issue | 41,127,853 | 41,317,853 | 41,304,936 | 36,945,444 | 36,735,590 |
A Sum of NAV per share and dividends paid to date (excluding initial tax relief).
B Mid-market price (Source: Bloomberg).
The chart shows NAV total return per share as at 30 November for each year, except for 2016 which is as at 31 May 2016. Dividends that have been proposed but not yet paid are included in the NAV at the balance sheet date.
| Year ended 30 November | Payment date | Interim/final | Rate (p) |
|---|---|---|---|
| 2003-2010 | 24.95 | ||
| 2011 | 25 August 2011 | Interim | 1.75 |
| 30 May 2012 | Final | 2.75 | |
| 2012 | 31 August 2012 | Interim | 2.00 |
| 30 May 2013 | Final | 3.00 | |
| 2013 | 30 August 2013 | Interim | 2.00 |
| 30 May 2014 | Final | 3.25 | |
| 2014 | 29 August 2014 | Interim | 2.00 |
| 5 June 2015 | Final | 3.50 | |
| 2015 | 28 August 2015 | Interim | 2.00 |
| 29 April 2016 | Final | 3.75 | |
| Total dividends paid | 50.95 | ||
| 2016 | 2 September 2016 | Proposed interim | 2.00 |
| Total dividends paid or proposed | 52.95 |
On 28 February 2009, the C Ordinary Shares converted into Ordinary Shares at a ratio of 1.185 for one. By that time, the holders of C Ordinary Shares had received dividends totalling 4.2p per share, which is equivalent to 3.5p per Ordinary Share post-conversion.
For the Six Months Ended 31 May 2016
| 30 November 2015 | Valuation | Net investment/ (disinvestment) |
Appreciation/ (depreciation) |
Valuation 31 May 2016 |
||
|---|---|---|---|---|---|---|
| £'000 | % | £'000 | £'000 | £'000 | % | |
| Unlisted investments | ||||||
| Equities | 12,371 | 32.9 | (1,704) | 792 | 11,459 | 31.2 |
| Preference shares | - | - | - | - | - | - |
| Loan stock | 19,601 | 52.1 | (779) | (55) | 18,767 | 51.1 |
| 31,972 | 85.0 | (2,483) | 737 | 30,226 | 82.3 | |
| AIM/ISDX investments | ||||||
| Equities | 231 | 0.6 | (24) | 12 | 219 | 0.6 |
| Listed investments | ||||||
| Equities | 21 | 0.1 | - | 3 | 24 | 0.1 |
| UK treasury bills | 4,297 | 11.4 | 1,533 | 14 | 5,844 | 15.9 |
| Total investments | 36,521 | 97.1 | (974) | 766 | 36,313 | 98.9 |
| Other net assets | 1,115 | 2.9 | (685) | - | 430 | 1.1 |
| Net assets | 37,636 | 100.0 | (1,659) | 766 | 36,743 | 100.0 |
In the period under review NAV total return increased to 140.29p per share. This is in line with your Company's continuing objective of delivering long term capital appreciation whilst also generating a maintainable level of income for Shareholders.
Your Board and the Manager recognise the importance of dividends to Shareholders and, following the profitable realisations achieved in the period, the Board is pleased to declare an interim dividend of 2.0p per share for the period to 31 May 2016.
The portfolio now extends to more than 50 private and AIM listed company holdings, many of which are paying a regular yield, offering a combination of income and revenue returns with the aim of underpinning Shareholder value in the years ahead. A key highlight of the half year was the realisation of Westway Services Holdings which achieved a total return multiple of 6.5 times cost over the life of the investment.
During the reporting period Maven has focused on the practical implementation of the new VCT rules, which were enacted in November 2015 and detailed in the Annual Report. The revised legislation brings the UK VCT scheme into line with European Union (EU) State Aid Rules for smaller company investment and imposes a number of restrictions on the types of transactions and companies in which VCTs are able to invest, specifically prohibiting participation in management buy-outs or acquisitions, and supporting older companies unless certain criteria are met. Whilst this means that your Company can no longer finance certain transactions, the investment team has a strong track record of investing development capital in companies which meet the revised VCT qualification criteria. Maven was pleased to announce the investment in The GP Service (UK), which completed in April 2016.
The Board has declared an interim dividend of 2.0p per Ordinary Share, comprising 1.0p of revenue and 1.0p of capital, to be paid on 2 September 2016 to Shareholders on the Register at 5 August 2016. Since the Company's launch, and after receipt of the interim dividend, Shareholders will have received 52.95p per share in tax-free dividends. The effect of paying the dividend will be to reduce the NAV of the Company by the total cost of the distribution.
On 24 August 2015 the Board announced that, under the Terms and Conditions of the Company's Dividend Investment Scheme (DIS) which allow the Directors to suspend or terminate its operation without prior notice and revert to making monetary payments to all Participants, the Directors had resolved that, in light of the investment restrictions proposed in the Government's July 2015 Budget, the DIS was to be suspended with immediate effect to allow the Directors and the Manager to review the changes to the VCT legislation and to consider the potential impact of these on the Company's future investment strategy. As a result, until further notice, all future dividends will be paid to Shareholders by either cheque or direct bank transfer using existing mandate instructions.
The private equity portfolio has generally performed well, with positive trading results having led to valuation uplifts for a number of companies operating across a range of sectors. The Board has elected to take a number of provisions against the values of investments in businesses with an exposure to the oil & gas sector.
Nenplas, a manufacturer and distributor of plastic extrusions for a variety of manufacturing applications, has continued to perform ahead of plan due to operational efficiencies achieved through the integration of Polyplas, increased sales volumes, lower raw material costs and favourable market conditions particularly within the leisure and mobile home sectors. The company has repaid all of its senior debt and remains a highly cash generative and valuable portfolio asset.
NAV total return of 140.29p per share at 31 May 2016, an increase of 1.4% from 138.29p at 30 November 2015
NAV at 31 May 2016 of 89.34p per share after payment of the final dividend of 3.75p per share
New investment completed in The GP Service (UK)
Realisation of Westway Services Holdings, generating a total return multiple of 6.5 times cost
Exit from Dantec Hose, generating a total return multiple of 2.1 times cost
Interim dividend declared of 2.0p per share (2015: 2.0p)
Cursor Controls, a global leader in the design and niche manufacture of trackball pointing solutions for industrial applications, has performed well since Maven clients invested in July 2015. The business delivered impressive organic growth in the year to 31 December 2015 and is forecast to build on this in the current year. In April 2016 Cursor completed the acquisition of a Belgian distributor, which is expected to be significantly earnings enhancing.
The year to 31 December 2015 was another excellent year for John McGavigan, a manufacturer and supplier of technical plastic components and interior parts for the global automotive industry. The first quarter of 2016 has continued this trend, with further organic growth in both China and Scotland, enhanced by the benefits of a number of productivity improvement projects. The order book remains strong, providing increased visibility of future revenues for the business.
Crawford Scientific, a leading supplier of chromatography products and services, has traded very well since Maven clients' initial investment in August 2014. During 2015 the business acquired and successfully integrated analytical services company Hall Analytical Laboratories which, alongside strong trading within the core Crawford business, has contributed to out-performance against the original investment case. The business has fully repaid the debt used to fund the Hall acquisition and the management team is continuing to grow each of Crawford's service and product lines, with organic growth forecast to increase turnover and profit in the year to 31 August 2016.
The UK's largest provider of promotional merchandise, SPS (EU), has experienced excellent growth under private ownership since Maven clients invested in February 2014. Operational improvements have enhanced profitability, whilst organic growth has been supplemented through the addition of two complementary acquisitions, High Profile Plastic and TEC, both of which were completed in the year to 31 December 2015. The business is forecasting to deliver solid growth in the current financial year and make operational efficiencies, as a result of the implementation of a new Enterprise Resource Planning system.
DPP provides planned and reactive mechanical and electrical maintenance and installation services mainly to the leisure, hospitality and retail sectors in the south of England and Wales. The company differentiates itself from competitors by employing a large and highly responsive team of skilled engineers. Following the loss of a significant customer in 2014, the company restructured its operations and has now secured a number of new contracts allowing the business to materially improve its trading performance over the past twelve months.
Maven clients first invested in Just Trays, the UK's leading manufacturer of shower trays and related accessories, in June 2014. Subsequently the business has increased its customer base and extended its product range, with a number of innovative new products to be launched in the current financial year. Just Trays repaid its bank debt in full during 2015 and is planning to invest in automation in the coming year, which should help improve the production facility and increase operating margins.
As well as reflecting good trading performance across the portfolio, your Board and the Manager continue to be mindful of the possible effects of the enduring low oil price on those companies that operate in the oil & gas market. The Manager has worked closely with these companies as they have implemented overhead reduction programmes targeted at reducing the cost base and closing non-core operations with a view to conserving cash and positioning the businesses for recovery. Across the energy services sector, budgets have been set conservatively based on the expectation that the remainder of 2016 will continue to be challenging, with recovery starting to feed through in 2017 as the oil price stabilises and the pent up demand for essential maintenance and repair work is released. In response to these market conditions, the valuations of Glacier Energy Services and HCS Control Systems Group have been reduced. The Board and the Manager believe that the valuations of the remaining portfolio assets with exposure
to the energy services sector remain fair and reasonable and the exit from Dantec Hose, along with a number of other realisations in the previous reporting period, has significantly reduced your Company's exposure to this sector. The remaining assets in this area are focused on the operational expenditure segment of the industry, rather than being dependent on large capital expenditure programmes or exploration projects. Additionally, in light of current trading, your Board has taken a full provision against the investment in D Mack.
During the period, one private company investment was added to the portfolio:
• The GP Service (UK) (GPS) is a provider of on-line services for general medical consultations and prescriptions, delivered through a web-based platform (www.thegpservice.co.uk), which offers GP consultations via a video link with prescriptions issued to a pharmacy of the user's choice. The service operates daily from 7am to 8pm, providing flexibility for patients unable to visit a doctor or obtain prescriptions within traditional surgery opening hours. The investment will enable GPS to accelerate the roll out of its service across new geographic locations and to develop a range of products and services where there are strong market drivers.
The following investments have been completed during the reporting period:
| Investment | ||||
|---|---|---|---|---|
| Date | Sector | cost £'000 |
Website | |
| Unlisted | ||||
| The GP Service (UK) Limited | April 2016 | Health | 496 | www.thegpservice.co.uk |
| Total unlisted investments | 496 | |||
| UK treasury bills | ||||
| Treasury Bill 21 March 2016 | December 2015 | UK government | 2,247 | |
| Treasury Bill 20 June 2016 | December 2015 | UK government | 2,245 | |
| Treasury Bill 12 September 2016 | March 2016 | UK government | 4,341 | |
| Total UK treasury bills investments | 8,833 | |||
| Total investments | 9,329 |
At the period end, the portfolio stood at 56 unlisted and quoted investments at a total cost of £28.2 million excluding UK treasury bills.
A number of profitable realisations were achieved in the period. In December 2015, the Company realised its investment in Westway Services Holdings through a trade sale to ABM, a US listed provider of facility solutions, achieving an exit multiple of 6.5 times return over the holding period. Maven clients first invested to finance the management buy-out of Westway in 2009 and, in recognition of the success achieved and high quality of the underlying business, subsequently supported the team through a secondary buy-out in 2014. The sale to ABM is a natural progression for Westway, offering an excellent strategic fit in line with ABM's stated growth strategy.
Maven clients funded the management buy-out of Dantec Hose, a manufacturer of flexible composite hoses used by a wide range of industries, in September 2011. The business was acquired by an overseas trade buyer and the sale completed in February 2016, achieving a return of 2.1 times cost over the life of the investment.
Subsequent to the period end, the Manager has been engaged with several other investee companies and prospective acquirers at various stages of a potential sales process. This realisation activity reflects the increasing maturity of a number of holdings, but it should be noted that there can be no certainty that these discussions will lead to profitable exits.
The table below gives details of all realisations achieved, and deferred considerations received, during the reporting period:
| Year first invested |
Complete/ partial exit |
Cost of shares disposed of £'000 |
Value at 30 November 2015 £'000 |
Sales proceeds £'000 |
Realised gain/(loss) £'000 |
Gain/ (loss) over November 2015 value £'000 |
|
|---|---|---|---|---|---|---|---|
| Unlisted | |||||||
| Camwatch Limited | 2007 | Complete | - | - | 6 | 6 | 6 |
| LCL Hose Limited (trading as Dantec Hose)1 |
2011 | Complete | 358 | 358 | 552 | 194 | 194 |
| Llanllyr Water Company Limited | 2002 | Complete | 4 | 4 | 5 | 1 | 1 |
| Maven Co-invest Exodus Limited Partnership and Tosca Penta Exodus Mezzanine Limited Partnership (invested in Six Degrees Group) |
2011 | Complete | - | - | 8 | 8 | 8 |
| Venmar Limited (trading as XPD8 Solutions Limited) |
2010 | Complete | - | - | 23 | 23 | 23 |
| Westway Services Holdings (2014) Limited1 |
2014 | Complete | 741 | 2,533 | 2,385 | 1,644 | (148) |
| Total unlisted disposals | 1,103 | 2,895 | 2,979 | 1,876 | 84 | ||
| Quoted | |||||||
| Tangent Communications PLC | 2007 | Complete | 79 | 11 | 24 | (55) | 13 |
| Total quoted disposals | 79 | 11 | 24 | (55) | 13 | ||
| UK treasury bills | |||||||
| Treasury Bill 14 December 2015 | 2015 | Complete | 2,299 | 2,300 | 2,300 | 1 | 1 |
| Treasury Bill 14 March 2016 | 2015 | Complete | 1,995 | 1,997 | 2,000 | 5 | 3 |
| Treasury Bill 21 March 20162 | 2015 | Complete | 2,247 | N/A | 2,250 | 3 | N/A |
| Treasury Bill 20 June 20162 | 2015 | Partial | 748 | N/A | 750 | 2 | N/A |
| Total UK treasury bills disposals | 7,289 | 4,297 | 7,300 | 11 | 4 | ||
| Total disposals | 8,471 | 7,203 | 10,303 | 1,832 | 101 |
1 Proceeds exclude yield and redemption premiums received, which are disclosed as revenue for financial reporting purposes. 2 Holding acquired and realised during the period.
The table above includes the redemption of loan notes by a number of unlisted investee companies.
Since 31 May 2016 one new private company asset has been added to the portfolio. In July, your Company completed a transaction, investing alongside NVM Private Equity in Rockar, an innovative motor retailer with a sector disruptive technology platform. The investment will enable Rockar to enhance its product offering and finance new dealerships in major shopping centres, working in partnership with brands such as Hyundai and other well known automotive manufacturers.
The principal risks and uncertainties facing the Company were set out in full in the Strategic Report contained within the 2015 Annual Report, as well as the risks associated with investment in small and medium sized unlisted and AIM/ISDX quoted companies which, by their nature, carry a higher level of risk and 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 Committee and reported to your Board. The Board has confirmed that all tests, including the criteria for VCT qualifying status, continue to be monitored and met.
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 be bought back at prices representing a discount of between 5% and 10% to the prevailing NAV per share. During the period under review 190,000 Shares were bought back at a total cost of £146,000.
As detailed in the Annual Report, the July 2015 Budget received Royal Assent on 18 November, bringing into statute a number of material changes to the legislation governing the UK VCT scheme, aligning it with EU State Aid Rules for smaller company investment. The new rules impose specific restrictions on the types of companies and transactions which VCTs are able to pursue in order to retain qualifying status. As a further amendment, the March 2016 Budget statement included an announcement that there would be changes to the rules governing non-qualifying investments for VCTs. With effect from 6 April 2016 VCTs are only permitted to make qualifying investments and certain limited investments for liquidity purposes, other non-qualifying investments are now prohibited. Given the complexity of the new rules, in order to ensure ongoing compliance the Company continues to engage the services of an adviser to assist in interpreting the revised legislation in relation to proposed new transactions.
Since the announcement of the new rules, Maven has been engaged in a consultation process, along with other leading VCT managers and through the industry representative body, the Association of Investment Companies (AIC), with HM Treasury to present the case for permitting an element of replacement capital in certain circumstances in new VCT transactions. This dialogue is ongoing and Shareholders will be kept up to date on any new developments.
On 3 July 2016 the EU's Market Abuse Regulation (MAR) came into force, replacing the Market Abuse Directive (MAD) in the UK, and is now applicable to all UK Listed and AIM quoted companies. The aim of MAR is to enhance market integrity and investor protection and, although on similar lines to MAD, its scope has been expanded to include financial instruments traded on multilateral trading facilities, organised trading facilities and certain 'over-the-counter' activities, and will also introduce new rules on the disclosure of inside information, insider lists and share dealings by persons discharging managerial responsibilities. Maven anticipates that compliance with the MAR will not have a significant impact on the activities of its VCT clients, but all relevant policies and procedures will be updated as appropriate.
Your Board has previously intimated its intention to implement a succession plan. Having confirmed his intention to do so in the 2015 Annual Report, Gregor Michie stood down as Director and Chairman at the conclusion of the Annual General Meeting (AGM) held on 13 April 2016, with Atul Devani succeeding him in the role of Chairman. As previously stated, Alec Craig will stand down at the AGM to be held in 2017. The appointment of a new Director and the future constitution of the Board will be confirmed and communicated fully to Shareholders in due course.
Your Board and the Manager would like to take this opportunity to thank Gregor for the valued contribution he has made since the inception of your Company and wish him every success for the future.
Shareholders will be aware of the result of the recent referendum, in which the electorate expressed the wish that the UK should leave the EU. Although the full impact of this decision should become clearer over the coming months, the businesses in which your Company has invested will maintain or adapt their growth strategies as appropriate, with many exporters seeing a potential short-term benefit from the devaluation of sterling against several major currencies which has occurred at the date of this report.
Whilst the introduction of the new rules has imposed a number of restrictions on the types of companies and transactions in which VCTs can invest, the Manager remains capable of sourcing high quality opportunities across its national office network which comply with these rules, whilst continuing to meet its rigorous in-house investment criteria.
Notwithstanding the recent changes in legislation as detailed above, your Board remains committed to the strategy of building a portfolio of private company holdings capable of paying a regular yield to your Company along with the prospect of realising a capital gain at exit.
On behalf of the Board Maven Capital Partners UK LLP Secretary
21 July 2016
As at 31 May 2016
| Investment | Valuation £'000 |
Cost £'000 |
% of total assets |
% of equity held |
% of equity held by other clients¹ |
|---|---|---|---|---|---|
| Unlisted | |||||
| Nenplas Holdings Limited | 2,598 | 766 | 7.1 | 9.4 | 23.1 |
| Torridon (Gibraltar) Limited (formerly Torridon Capital Limited) |
2,272 | 400 | 6.2 | 4.5 | 35.5 |
| Lemac No. 1 Limited (trading as John McGavigan) |
1,560 | 806 | 4.2 | 10.5 | 26.3 |
| SPS (EU) Limited | 1,219 | 801 | 3.3 | 6.5 | 36.0 |
| Ensco 969 Limited (trading as DPP) | 1,083 | 1,302 | 2.9 | 4.8 | 29.7 |
| Crawford Scientific Holdings Limited | 1,003 | 570 | 2.7 | 6.5 | 41.7 |
| Martel Instruments Holdings Limited | 918 | 1,026 | 2.5 | 12.4 | 31.8 |
| CatTech International Limited | 884 | 627 | 2.4 | 6.0 | 24.0 |
| Lambert Contracts Holdings Limited | 837 | 837 | 2.3 | 12.6 | 52.1 |
| Maven Capital (Llandudno) LLP | 801 | 801 | 2.2 | - | 100.0 |
| Majenta Logistics Limited | 800 | 800 | 2.2 | 10.6 | 39.2 |
| Metropol Communications Limited | 800 | 800 | 2.2 | 10.6 | 39.2 |
| Onyx Logistics Limited | 800 | 800 | 2.2 | 10.6 | 39.2 |
| Vectis Technology Limited | 800 | 800 | 2.2 | 10.6 | 39.2 |
| HCS Control Systems Group Limited | 746 | 746 | 2.0 | 6.1 | 30.4 |
| Fathom Systems Group Limited | 710 | 710 | 1.9 | 7.8 | 52.2 |
| Glacier Energy Services Holdings Limited | 686 | 686 | 1.9 | 2.6 | 25.0 |
| GEV Holdings limited | 672 | 672 | 1.8 | 4.1 | 31.9 |
| JT Holdings (UK) Limited (trading as Just Trays) | 650 | 496 | 1.8 | 5.3 | 24.7 |
| Constant Progress Limited | 650 | 650 | 1.8 | 12.7 | 37.1 |
| Equator Capital Limited | 650 | 650 | 1.8 | 12.7 | 37.1 |
| Toward Technology Limited | 650 | 650 | 1.8 | 12.7 | 37.1 |
| TC Communications Holdings Limited | 645 | 980 | 1.8 | 8.3 | 21.7 |
| Assecurare Limited | 600 | 600 | 1.6 | 12.0 | 37.8 |
| Broadwave Engineering Limited | 600 | 600 | 1.6 | 12.0 | 37.8 |
| Flow Communications UK Limited | 597 | 597 | 1.6 | 7.0 | 28.0 |
| Flexlife Group Limited | 597 | 597 | 1.6 | 2.4 | 12.3 |
| R&M Engineering Group Limited | 572 | 761 | 1.6 | 8.3 | 62.3 |
| Vodat Communications Group Limited | 567 | 567 | 1.5 | 6.6 | 35.2 |
| CB Technology Group Limited | 558 | 558 | 1.5 | 11.2 | 67.7 |
| The GP Service (UK) Limited | 496 | 496 | 1.3 | 6.0 | 26.5 |
| CHS Engineering Services Limited | 489 | 489 | 1.3 | 4.3 | 19.0 |
| RMEC Group Limited | 446 | 446 | 1.2 | 2.7 | 47.4 |
| Maven Co-invest Endeavour Limited Partnership (invested in Global Risk Partners) |
417 | 417 | 1.1 | 11.9 | 88.1 |
| Castlegate 737 Limited (trading as Cursor Controls) |
399 | 324 | 1.1 | 3.2 | 44.3 |
| Investment (continued) | Valuation £'000 |
Cost £'000 |
% of total assets |
% of equity held |
% of equity held by other clients¹ |
|---|---|---|---|---|---|
| Unlisted (continued) | |||||
| Claven Holdings Limited | 321 | 195 | 0.9 | 13.3 | 36.7 |
| Attraction World Holdings Limited | 300 | 23 | 0.8 | 6.7 | 31.7 |
| Endura Limited | 230 | 230 | 0.6 | 0.7 | 5.2 |
| ISN Solutions Group Limited | 205 | 321 | 0.6 | 4.5 | 50.5 |
| Space Student Living Limited | 144 | - | 0.4 | 11.5 | 68.6 |
| Lawrence Recycling & Waste Management Limited |
130 | 914 | 0.4 | 10.0 | 52.0 |
| Kelvinlea Limited | 93 | 93 | 0.3 | 9.4 | 40.6 |
| Llanllyr Water Company Limited2 | 31 | 37 | 0.1 | - | - |
| Other unlisted investments | - | 1,711 | - | ||
| Total unlisted investments | 30,226 | 27,352 | 82.3 | ||
| Quoted | |||||
| Plastics Capital PLC | 126 | 122 | 0.4 | 0.3 | 1.1 |
| Cello Group PLC | 52 | 54 | 0.1 | 0.1 | 0.4 |
| Vianet Group PLC (formerly Brulines Group PLC) | 24 | 31 | 0.1 | 0.1 | 1.4 |
| esure Group PLC | 24 | - | 0.1 | - | - |
| Work Group PLC | 6 | 201 | - | 0.9 | 2.2 |
| Software Radio Technology PLC | 6 | 4 | - | - | 0.1 |
| Other quoted investments | 5 | 463 | - | ||
| Total quoted investments | 243 | 875 | 0.7 | ||
| UK treasury bills | |||||
| Treasury Bill 20 June 2016 | 1,500 | 1,496 | 4.1 | ||
| Treasury Bill 12 September 2016 | 4,344 | 4,341 | 11.8 | ||
| Total UK treasury bills investments | 5,844 | 5,837 | 15.9 | ||
| Total investments | 36,313 | 34,064 | 98.9 |
¹ Other clients of Maven Capital Partners UK LLP.
2 Secured loan notes in respect of deferred consideration.
As at 31 May 2016
| Unlisted | Quoted | Total | ||||
|---|---|---|---|---|---|---|
| Industry sector | valuation £'000 |
% | valuation £'000 |
% | valuation £'000 |
% |
| Support services | 5,898 | 19.4 | 9 | - | 5,907 | 19.4 |
| Construction & building materials | 3,436 | 11.3 | - | - | 3,436 | 11.3 |
| Insurance | 3,289 | 10.8 | 24 | 0.1 | 3,313 | 10.9 |
| Energy services | 3,047 | 10.0 | - | - | 3,047 | 10.0 |
| Telecommunication services | 2,017 | 6.6 | 6 | - | 2,023 | 6.6 |
| Automobiles & parts | 1,560 | 5.1 | - | - | 1,560 | 5.1 |
| Electronic & electrical equipment | 1,475 | 4.8 | - | - | 1,475 | 4.8 |
| Technology | 1,450 | 4.8 | - | - | 1,450 | 4.8 |
| Diversified industrials | 1,382 | 4.5 | - | - | 1,382 | 4.5 |
| Speciality & other finance | 1,121 | 3.7 | - | - | 1,121 | 3.7 |
| Pharmaceuticals & biotechnology | 1,003 | 3.3 | - | - | 1,003 | 3.3 |
| Engineering & machinery | 999 | 3.3 | - | - | 999 | 3.3 |
| Real estate | 894 | 2.9 | - | - | 894 | 2.9 |
| Household goods & textiles | 650 | 2.1 | 125 | 0.4 | 775 | 2.5 |
| Food producers & processors | 650 | 2.1 | - | - | 650 | 2.1 |
| Software & computer services | 597 | 2.0 | 25 | 0.1 | 622 | 2.1 |
| Health | 496 | 1.6 | - | - | 496 | 1.6 |
| General retailers | 230 | 0.8 | - | - | 230 | 0.8 |
| Media & entertainment | - | - | 52 | 0.2 | 52 | 0.2 |
| Beverages | 32 | 0.1 | - | - | 32 | 0.1 |
| Investment companies | - | - | 2 | - | 2 | - |
| Total unlisted and quoted | 30,226 | 99.2 | 243 | 0.8 | 30,469 | 100.0 |
| Valuation | |||
|---|---|---|---|
| Deal type | Number | £'000 | % |
| Unlisted | |||
| Management buy-out | 12 | 9,951 | 32.8 |
| Acquisition finance | 11 | 6,443 | 21.1 |
| Development capital | 9 | 3,823 | 12.5 |
| Replacement capital | 5 | 3,725 | 12.2 |
| Buy & build | 2 | 3,015 | 9.9 |
| Buy-in/management buy-out | 3 | 1,879 | 6.2 |
| Mezzanine | 2 | 801 | 2.6 |
| Management buy-in | 1 | 558 | 1.8 |
| Early stage | 1 | 31 | 0.1 |
| Total unlisted | 46 | 30,226 | 99.2 |
| Quoted | 10 | 243 | 0.8 |
| Total quoted | 56 | 30,469 | 100.0 |
*Excludes UK treasury bills.
| Six months ended 31 May 2016 (unaudited) |
Six months ended 31 May 2015 (unaudited) |
Year ended 30 November 2015 (audited) |
|||||||
|---|---|---|---|---|---|---|---|---|---|
| Revenue £'000 |
Capital £'000 |
Total £'000 |
Revenue £'000 |
Capital £'000 |
Total £'000 |
Revenue £'000 |
Capital £'000 |
Total £'000 |
|
| Gains on investments | - | 766 | 766 | - | 817 | 817 | - | 3,512 | 3,512 |
| Income from investments | 637 | - | 637 | 691 | - | 691 | 1,849 | - | 1,849 |
| Other income | 1 | - | 1 | 1 | - | 1 | 1 | - | 1 |
| Investment management fees | (94) | (377) | (471) | (84) | (337) | (421) | (175) | (699) | (874) |
| Other expenses | (132) | - | (132) | (134) | - | (134) | (215) | - | (215) |
| Net return on ordinary activities before taxation |
412 | 389 | 801 | 474 | 480 | 954 | 1,460 | 2,813 | 4,273 |
| Tax on ordinary activities | (81) | 75 | (6) | (45) | 33 | (12) | (257) | 141 | (116) |
| Return attributable to Equity Shareholders |
331 | 464 | 795 | 429 | 513 | 942 | 1,203 | 2,954 | 4,157 |
| Earnings per share (pence) | 0.80 | 1.13 | 1.93 | 1.09 | 1.31 | 2.40 | 2.98 | 7.33 | 10.31 |
A Statement of Total Recognised Gains and Losses has not been prepared, as 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 derives its income from investments made in shares, securities and bank deposits.
The total column of this Statement is the Profit and Loss Account of the Company.
| Six months ended 31 May 2016 (unaudited) £'000 |
Six months ended 31 May 2015 (unaudited) £'000 |
Year ended 30 November 2015 (audited) £'000 |
|
|---|---|---|---|
| Opening Shareholders' funds | 37,636 | 31,958 | 31,958 |
| Net return for period | 795 | 942 | 4,157 |
| Net proceeds of share issue | - | 3,966 | 3,966 |
| Net proceeds of DIS issue | - | - | 39 |
| Repurchase and cancellation of shares |
(146) | (174) | (209) |
| Dividends paid - revenue | (617) | - | (827) |
| Dividends paid - capital | (925) | - | (1,448) |
| Closing Shareholders' funds | 36,743 | 36,692 | 37,636 |
The accompanying Notes are an integral part of the Financial Statements.
As at 31 May 2016
| 31 May 2016 (unaudited) £'000 |
31 May 2015 (unaudited) £'000 |
30 November 2015 (audited) £'000 |
|
|---|---|---|---|
| Fixed assets | |||
| Investments | 36,313 | 34,073 | 36,521 |
| Current assets | |||
| Debtors | 407 | 1,259 | 444 |
| Cash | 165 | 1,448 | 866 |
| 572 | 2,707 | 1,310 | |
| Creditors | |||
| Amounts falling due within one year | (142) | (88) | (195) |
| Net current assets | 430 | 2,619 | 1,115 |
| Net assets | 36,743 | 36,692 | 37,636 |
| Capital and reserves | |||
| Called up share capital | 4,113 | 4,130 | 4,132 |
| Share premium account | 13,820 | 13,788 | 13,820 |
| Capital reserve - realised | (1,459) | (4,405) | (2,064) |
| Capital reserve - unrealised | 2,249 | 4,663 | 3,315 |
| Distributable reserve | 16,417 | 16,598 | 16,563 |
| Capital redemption reserve | 732 | 708 | 713 |
| Revenue reserve | 871 | 1,210 | 1,157 |
| Net assets attributable to Ordinary Shareholders | 36,743 | 36,692 | 37,636 |
| Net asset value per Ordinary Share (pence) | 89.34 | 88.83 | 91.09 |
The financial statements of Maven Income and Growth VCT 3 PLC, registered number 04283350, were approved by the Board and were signed on its behalf by:
Atul Devani Chairman
21 July 2016
The accompanying Notes are an integral part of the Financial Statements.
For the Six Months Ended 31 May 2016
| Six months ended 31 May 2016 (unaudited) £'000 |
Six months ended 31 May 2015 (restated)* (unaudited) £'000 |
Year ended 30 November 2015 (audited) £'000 |
|
|---|---|---|---|
| Net cash flows from operating activities | (628) | (567) | (1,132) |
| Cash flows from investing activities | |||
| Investment income received | 644 | 739 | 2,012 |
| Deposit interest received | 1 | 1 | 1 |
| Purchase of investments | (9,329) | (8,783) | (23,944) |
| Sale of investments | 10,333 | 4,881 | 20,989 |
| Net cash flows from investing activities | 1,649 | (3,162) | (942) |
| Cash flows from financing activities | |||
| Equity dividends paid | (1,542) | - | (2,275) |
| Issue of Ordinary Shares | - | 3,966 | 4,005 |
| Repurchase of Ordinary Shares | (180) | (174) | (175) |
| Net cash flows from financing activities | (1,722) | 3,792 | 1,555 |
| Net (decrease)/increase in cash | (701) | 63 | (519) |
| Cash at beginning of period | 866 | 1,385 | 1,385 |
| Cash at end of period | 165 | 1,448 | 866 |
* The May 2015 cash flow has been restated for presentation requirements of FRS 102.
The accompanying Notes are an integral part of the Financial Statements.
For the Six Months Ended 31 May 2016
The financial information for the six months ended 31 May 2016 and the six months ended 31 May 2015 comprises non-statutory accounts within the meaning of S435 of the Companies Act 2006. The financial information contained in this report has been prepared on the basis of the accounting policies set out in the Annual Report and Financial Statements for the year ended 30 November 2015, 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. Movement in Reserves | Share premium account £'000 |
Capital reserve realised £'000 |
Capital reserve unrealised £'000 |
Distributable reserve £'000 |
Capital redemption reserve £'000 |
Revenue reserve £'000 |
|---|---|---|---|---|---|---|
| At 30 November 2015 | 13,820 | (2,064) | 3,315 | 16,563 | 713 | 1,157 |
| Gains on sale of investments | - | 1,832 | - | - | - | - |
| Net decrease in value of investments | - | - | (1,066) | - | - | - |
| Investment management fees | - | (377) | - | - | - | - |
| Dividends paid | - | (925) | - | - | - | (617) |
| Tax effect of capital items | - | 75 | - | - | - | - |
| Repurchase and cancellation of shares | - | - | - | (146) | 19 | - |
| Net return on ordinary activities after taxation |
- | - | - | - | - | 331 |
| At 31 May 2016 | 13,820 | (1,459) | 2,249 | 16,417 | 732 | 871 |
| 3. Returns per Ordinary Share |
Six months ended 31 May 2016 £'000 |
Six months ended 31 May 2015 £'000 |
Year ended 30 November 2015 £'000 |
|---|---|---|---|
| The return per ordinary share is based on the following figures: |
|||
| Revenue return | 331 | 429 | 1,203 |
| Capital return | 464 | 513 | 2,954 |
| Total return | 795 | 942 | 4,157 |
| Weighted average number of Ordinary Shares in issue |
41,198,731 | 39,279,769 | 40,322,421 |
| Revenue return per Ordinary Share | 0.80p | 1.09p | 2.98p |
| Capital return per Ordinary Share | 1.13p | 1.31p | 7.33p |
| Return per Ordinary Share | 1.93p | 2.40p | 10.31p |
The Net Asset Value per Ordinary Share has been calculated using the number of shares in issue at 31 May 2016 of 41,127,853.
Each Director believes that, to the best of their knowledge:
On behalf of the Board Maven Capital Partners UK LLP Secretary
21 July 2016
| Directors | Atul Devani (Chairman) | |||
|---|---|---|---|---|
| Alec Craig | ||||
| Bill Nixon | ||||
| Keith Pickering | ||||
| Manager and Secretary | Maven Capital Partners UK LLP | |||
| Kintyre House | ||||
| 205 West George Street | ||||
| Glasgow G2 2LW | ||||
| Telephone: 0141 306 7400 | ||||
| E-mail: [email protected] | ||||
| Registered Office | Fifth Floor | |||
| 1-2 Royal Exchange Buildings | ||||
| London | ||||
| EC3V 3LF | ||||
| Registered in England and Wales | Company Registration Number: 04283350 | |||
| Website | www.mavencp.com/migvct3 | |||
| Registrars | Capita Asset Services | |||
| The Registry | ||||
| 34 Beckenham Road | ||||
| Beckenham | ||||
| Kent BR3 4TU | ||||
| Website: www.capitaassetservices.com | ||||
| Shareholder Portal: www.capitashareportal.com | ||||
| Shareholder Helpline: 0333 300 1566 | ||||
| (Lines are open 9 am until 5.30 pm, Monday to Friday excluding public holidays in England and Wales. Calls are charged at the standard geographic rate and will vary by provider. Calls from outside the United Kingdom should be made to +44 208 639 3399 and will |
||||
| be charged at the applicable international rate.) | ||||
| Auditor | Deloitte LLP | |||
| Bankers | J P Morgan Chase Bank | |||
| Stockbrokers | ||||
| Shore Capital Stockbrokers Limited | ||||
| 020 7647 8132 | ||||
| VCT Advisers | Gowling WLG (UK) LLP | |||
Maven Capital Partners UK LLP Kintyre House 205 West George Street Glasgow G2 2LW
Tel 0141 306 7400
Authorised and Regulated by The Financial Conduct Authority
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