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MAVEN INCOME & GROWTH VCT PLC

Interim / Quarterly Report Oct 19, 2020

4791_ir_2020-10-19_bbd2da13-6d0e-4a64-b2ce-4f07f48593f7.html

Interim / Quarterly Report

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National Storage Mechanism | Additional information

RNS Number : 5287C

Maven Income & Growth VCT PLC

19 October 2020

Maven Income and Growth VCT PLC

Interim results for the six months ended 31 August 2020 (unaudited)

The Directors are pleased to announce the unaudited Interim Management Report for the six months ended 31 August 2020.

Highlights

•      NAV total return at 31 August 2020 of 143.26p per share

•      NAV at 31 August 2020 of 44.35p per share, after payment of final dividend of 2.00p per share

•      Interim dividend of 1.00p per share declared

•      12 new VCT qualifying private and AIM quoted companies added to the portfolio, with a further investment completed post the period end

•      Follow-on funding provided to 13 portfolio companies to support their continuing growth

•      Total gains of £0.51 million generated from realisations of AIM quoted holdings

•      Partial realisation of Global Risk Partners for a total return of 2.55 times cost

•      Offer for Subscription to raise up to £20 million (including a £10 million over-allotment facility) to be launched in Autumn 2020

Overview

During the reporting period, the global economy and financial markets have been significantly impacted by the COVID-19 pandemic, which has created a challenging operating environment for some portfolio companies. Since the emergence of the virus in the UK, Maven has acted swiftly to protect Shareholder value, whilst ensuring ongoing compliance with Government guidelines. In response to these circumstances, the Board elected to take a small number of provisions against specific private company holdings with exposure to consumer facing sectors, which resulted in a 6.2% reduction in NAV per share as announced on 26 March 2020. However, your Company has a broad exposure to investments across a wide range of defensive sectors such as software, cyber security, specialty manufacturing and training, which have been less susceptible to the impact of lockdown and, in some cases, have seen improved levels of trading during the pandemic. This has allowed a number of valuations to be revised upwards, leading to a recovery in the NAV announced in March. Notwithstanding the current general market uncertainty, your Board is aware that income distributions remain an important component of Shareholder returns and, following recent exit activity, the Directors have declared an interim dividend of 1.00p per share.

Maven responded quickly to the outbreak of COVID-19 and, in adherence with Government advice, cancelled all non-essential travel and introduced social distancing measures, with meetings taking place using video conference facilities or by telephone. Since the initial lockdown, all Maven employees have been working remotely and the investment team has been in regular dialogue with portfolio companies to offer advice and assistance. Where possible, investee companies have availed themselves of Government led support, including the Coronavirus Job Retention Scheme and the Coronavirus Business Interruption Loan Scheme. The Board and the Manager have remained in close contact throughout this period and will continue to provide updates to Shareholders when appropriate.

It is encouraging to report that the Manager has maintained a good rate of deployment during the first half of the financial year, with the addition of twelve new private and AIM quoted companies to the portfolio. Several of these new investments were completed during the lockdown period, in cases where the transaction had been in process since the start of the calendar year and underlying trading was relatively unaffected by the impact of COVID-19.

Conversely, a small number of live transactions were terminated in light of increased levels of client attrition and a reduction in revenues. New investment activity is continuing cautiously, and face to face meetings with the management teams of prospective investee businesses are resuming in line with Government guidelines. Subject to these guidelines and any local restrictions, Maven's offices will be open as required, with social distancing measures and enhanced hygiene protocols having already been put in place.

The Manager remains committed to growing the portfolio through the addition of carefully selected VCT qualifying private and AIM quoted companies from a broad range of sectors, particularly those that operate in more defensive markets or are less sensitive to consumer spending. Maven believes that a hybrid private equity and AIM model is an important differentiator that helps to build a portfolio with complementary liquidity and return characteristics, as it provides Shareholders with access to a wider range of companies with scope to realise profits at different times. During the period, the AIM portfolio delivered strong performance, with several companies reporting positive trading updates that resulted in share price appreciation for those investments. This also created the opportunity to lock in gains from a small number of AIM investments at a significant premium to the entry price, generating £0.51 million, whilst retaining a holding in anticipation of further growth in value.

It is worthwhile noting that, following the active investment strategy that has been pursued over the past few years, your Company now has a large portfolio of young, growth orientated businesses. These companies typically operate with a flexible cost base and many are active in the software and technology sector, with contracts in place providing good levels of recurring revenue. These attributes help to provide some degree of protection from the current economic uncertainty.

The provision of follow-on funding to support portfolio companies that are making tangible commercial progress remains a key component of the investment strategy. The Manager generally provides funding in tranches and, in certain cases, will make a small initial investment whilst retaining the option to participate further, subject to the company achieving agreed commercial milestones. This allows the Manager to monitor progress closely and assess performance before committing additional financial support. Where possible, Maven favours co-investing alongside another VCT house or partner to help further diversify portfolio risk. In terms of new transaction activity, Maven continues to evaluate numerous opportunities across its office network but takes a highly selective approach to investment, only supporting companies that offer a combination of management talent and the prospect of sustainable growth in revenues. It is also important that the entry price of each new holding offers prospective returns commensurate with the early stage nature of VCT investment.

Realisations are an important element in generating Shareholder returns and help to maintain dividend payments. The Maven team works closely with each unlisted portfolio company that is considering, or is actively engaged in, a sale process, helping to identify the most suitable adviser and potential acquirers that may be willing to pay a premium or strategic price for the business. The current economic uncertainty is, however, likely to result in fewer near term exits, with some sales processes put on hold until market conditions improve.

Dividends

As Shareholders will be aware from recent Annual and Interim Reports, decisions on distributions take into consideration the availability of surplus revenue, the realisation of capital gains, the adequacy of distributable reserves and the VCT qualifying level. These factors are kept under close and regular review by the Board and the Manager, both of whom recognise the importance of tax-free distributions to Shareholders.

In light of the recent realisation activity, the Directors have declared that an interim dividend in respect of the year ending 28 February 2021, of 1.00p per Ordinary Share, will be paid on 20 November 2020 to Shareholders on the register at 23 October 2020. Since the Company's launch, and after receipt of this latest dividend, 99.91p per share will have been distributed in tax-free dividends. 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.

The Directors would like to remind Shareholders that, as the portfolio continues to expand and a greater proportion of holdings are in young companies with growth capital requirements, there will continue to be fluctuations in the quantum and timing of dividend payments. Distributions will be more closely linked to realisation activity and, if larger distributions are required as a consequence of exits, this could result in a commensurate reduction in NAV per share. However, the Board considers this to be a tax-efficient means of returning value to Shareholders, whilst maintaining compliance with the requirements of the VCT legislation.

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 granted by Shareholders at AGMs. On 26 March 2020, the Board announced that the DIS had been suspended due to the volatility in financial markets caused by the COVID-19 pandemic, with the payment on 31 July 2020 of the final dividend for the year ended 29 February 2020 being made by either cheque or bank transfer using existing mandate instructions.

The Directors have resolved to re-introduce the DIS with immediate effect. This means that, unless they advise the Company otherwise, those Shareholders who had previously elected to participate in the DIS will revert to receiving new shares with effect from 20 November 2020, being the payment date of the declared interim dividend. Shareholders who have not previously applied to participate in the DIS but wish to do so in respect of the interim dividend payable on 20 November 2020, should ensure that a mandate form, or CREST instruction if appropriate, is received by the Registrar, Link Market Services, prior to the dividend election date of 6 November 2020. Shares issued under the DIS should, subject to an individual Shareholder's particular circumstances, qualify for VCT tax reliefs applicable for the tax year in which they are allotted. The terms & conditions of the scheme, together with a mandate form, are available from the Company's website at: www.mavencp.com/migvct.

Joint Offers for Subscription

On 22 July 2020, the Directors of your Company, alongside the Board of Maven Income and Growth VCT 5 PLC, were pleased to announce the intention to raise up to £20 million, in aggregate (£10 million per company), by way of Joint Offers for Subscription in new Ordinary Shares, with over-allotment facilities for up to a further £20 million in total. A Prospectus with full details of the Offers is intended to be published during the Autumn of 2020 and new shares will be issued in respect of both the 2020/21 and 2021/22 tax years.

The Directors are confident that Maven's regional office network has the capacity and capability to continue to source attractive VCT qualifying private company and AIM quoted investment opportunities, and that the additional liquidity provided by the proposed fundraising will facilitate further expansion and development of the portfolio in line with the investment strategy. Furthermore, the funds raised will allow your Company to maintain its share buy-back policy, whilst also spreading costs over a wider asset base in line with the objective of maintaining a competitive total expense ratio for the benefit of all Shareholders.

Portfolio Developments

Whilst your Company's portfolio is well diversified, the rapid change in economic activity resulting from the outbreak of COVID-19 has inevitably had an impact on the trading conditions for certain portfolio companies.

As announced on 26 March 2020, the Board and the Manager acted promptly by taking a small number of protective provisions against those unlisted companies with exposure to consumer facing sectors, which were most affected by the lockdown. Maven continues to work closely with the management teams of all investee companies, taking actions as quickly as possible on a case-by-case basis.

During the period, the oil price was adversely affected by a dispute between Saudi Arabia and Russia, just as the spread of COVID-19 was resulting in a dramatic fall in the global demand for oil. Following an agreement to cut oil production by a record amount, the market has stabilised and the oil price has started to recover. The oil & gas industry is classified as a key sector by both the UK and Scottish Governments and, therefore, portfolio companies servicing this sector have been able to continue to trade throughout the lockdown, with most remaining profitable. Following a number of realisations in recent years, the energy services sector now accounts for 8.4% of the portfolio by value, with all of the remaining assets operating in the service sector and predominantly in areas related to mandatory rather than discretionary spend, which offers some protection in the current economic climate.

The UK formally left the EU on 31 January 2020 and immediately entered into an eleven month transition period that will end on 31 December 2020. Whilst the full extent of future global trading relationships is still to be determined, as at the date of this report, the portfolio has not been materially affected. The majority of the investee companies have limited direct exposure to the EU, but those that do have been implementing contingency plans to mitigate any potential impact.

Integrated drug discovery service provider BioAscent Discovery has achieved impressive growth since the Maven VCTs first invested in 2018. Over the past two years, the business has recorded 67% compound annual growth in revenue and was recently named top performing outsourcer in the Alantra Pharma Fast 50, which ranks the UK's fastest growing privately owned pharma and pharma service companies. Since investment, BioAscent has extended its services into complementary chemistry and biology areas and has also expanded its client base. BioAscent has also been involved in the UK's response to the outbreak of COVID-19, helping to set up a new testing facility in conjunction with the Scottish Government to scale up virus testing. Despite the challenging operating climate, BioAscent expects to record further growth during 2020.

The first purpose-built facility of Horizon Ceremonies, the Clyde Coast & Garnock Valley, opened in April 2018 and has been steadily building a strong market presence, having been named Best Crematorium in Scotland at the 2019 Scottish Funeral Awards. As part of its growth strategy, Horizon recently acquired two further sites and obtained planning consent for the construction of new crematoria on each site. Building work is now well underway at the location in Cannock, Staffordshire, and construction at the site in the suburbs of Glasgow commenced in August 2020. Two further sites are also now under option, with planning applications submitted. The strategic objective remains to build a portfolio of modern crematoria that provide the highest levels of service and care, whilst meeting the best ethical practice and environmental standards.

In 2016, your Company invested in The GP Service (GPS), which provides a secure end-to-end system that allows patients to consult with a doctor online and to have a prescription dispensed at a local pharmacy. The "on-demand" sector for medical consultations has experienced significant growth over recent years, and this has increased further during the COVID-19 pandemic. GPS remains at the forefront of this market, having secured Care Quality Commission accreditation, is using General Medical Council registered doctors and is the only supplier to have access to NHS summary care records, which has enhanced the service offering. There are now 1,600 pharmacy partners on board and the management team continues to progress a number of significant commercial agreements that could be transformational for the business.

Martel Instruments, a manufacturer and supplier of custom-built compact printers, portable data loggers and display units to the medical, pharmaceutical and other testing and compliance markets, has benefitted from a period of strong trading over recent months. The company has proven resilient during the COVID-19 crisis and is experiencing good levels of demand for products from the medical market, which is expected to continue once the associated restrictions have been lifted. Martel has a strong order book, is currently operating at full capacity and is forecast to deliver further positive financial performance in 2020.

RegTech specialist Symphonic Software has made good progress since Maven clients invested in 2019, having achieved a number of the technical and commercial milestones set out at the time of the original investment. The company operates in an emerging segment of the identify and access management sector and has developed a software solution that enables organisations to share sensitive and time-dependent information by managing access to data and services in a secure manner. Symphonic maintained continuity of service throughout the lockdown, demonstrating its ability to provide service clients with 24/7 customer support. During the current year, the business has achieved good growth in annual recurring revenue (ARR) over the previous year and recently secured a number of notable blue-chip clients. Symphonic is well positioned to continue to focus on growing its client base and increasing ARR, with the objective of building a strong market presence in this growing sub-sector.

Maven has a dedicated London based AIM VCT team that has a deep understanding of the market and long-standing relationships with the local broking community. During the period, the AIM portfolio delivered a positive contribution to the overall performance of your Company. The key contributor to this performance was biopharmaceutical developer Avacta, which has reported a steady stream of positive news in relation to the development of its Affimer-based rapid test for COVID-19 for both laboratory and point-of-care settings. Avacta's share price experienced significant appreciation during the reporting period, which allowed a partial realisation of the holding at a meaningful premium to the entry price.

Liquidity Management

The Board and the Manager continue to operate an active liquidity management policy, with the objective of generating income from cash resources held prior to investment. Whilst the Finance Act 2016 introduced the restriction on holding investments in instruments such as treasury bills or other Government-backed securities for liquidity management purposes, it does permit holding certain other listed securities. Based on the Manager's recommendation, the Board has authorised Maven to invest in a small portfolio of listed investment and unit trusts that offer attractive income characteristics. The Manager retains a positive view on these holdings and will continue to consider any other permitted liquidity management investment options that have the potential to generate income alongside the prospect of capital appreciation.

New Investments

During the period, your Company provided development capital to eight VCT qualifying private companies offering interesting growth opportunities:

•      GEN inCode is a provider of clinical genetic tests, which use artificial intelligence (AI), bioinformatics and a globally recognised clinical evidence base to provide predictive analysis of a patient's risk in order to determine which medical treatments and procedures will have the best outcome. The company is developing specific genetic markers to help doctors to provide targeted treatment and prevention plans for patients. The VCT funding is being used to expand its presence in the European market and to enter the US, which is a key market for future growth.

•      Hublsoft is a data analytics specialist that aims to provide better support for corporate decision makers. Through its Software as a Service (SaaS) platform, Hublsoft simplifies the analysis of big data using natural language and charts that are simple to interpret and understand. The smart user interface enables the process to be accessible and engaging, making big data more accessible for clients who had previously found it too complex to handle or were heavily reliant on third parties. The VCT funding is being used to support the growth in new markets in the UK and Europe.

•      Intilery has developed a digital customer engagement platform that provides a holistic view of a client's marketing activities, as well as using real time data about their customers' behaviour to identify opportunities for enhancing multi- channel marketing campaigns. Personalised interactions and timely reminders are used to create a better customer experience, help improve levels of engagement, increase customer loyalty and ultimately drive revenue growth. The VCT funding is being used to expand the sales and marketing team as well as further develop the product and associated technology.

•      Nano Interactive is an advertising technology business that uses online search activity to identify relevant individuals that corporate clients and media agencies should target with their advertising. Nano then places these advertisements in real time, or shortly afterwards, on behalf of clients. The company has a strong client base of blue-chip advertisers, including Microsoft and agency groups such as Omnicom and Publicis. The VCT funding is being used for further product development and to establish a presence in the USA.

•      Precursive is a B2B business that provides a SaaS platform to allow clients to automate their customer onboarding and workforce capacity management. The platform bridges the gap between CRM sales systems and customer success platforms, in order to improve operational efficiency, enhance the experience and reduce client churn. Precursive has built a strong market position on the back of a number of high-quality relationships with companies such as DPD, GoCardless, Google and SES, which also provides good levels of forward revenue visibility. The VCT funding is being used to hire additional development staff, to grow outbound and channel sales and to invest in product development.

•      Push Technology is an established technology business that provides client solutions to improve the speed, security and efficiency of real time data transfers. Push has built a strong blue-chip customer base across financial services (including CME Group), e-gaming companies and IOT (Internet of Things), where data transfer is of particularly high importance and value. Push engages with customers through long-term software licenses combined with annual recurring maintenance and support income. The VCT funding is being used to develop the business internationally and to enhance the technology offering.

•      Quorum Cyber Security provides managed service security and consulting services to clients across the UK, Europe and the Middle East, where its Clarity platform provides enterprise-grade cyber security at an accessible price point. Quorum has achieved good growth over the past year and is on track to continue this momentum. The VCT funding is being used to invest in sales and marketing, as well as to further develop the relationship with Microsoft, which should enable Quorum to target larger customers in the future.

•      The Algorithm People has developed a SaaS platform for the transport and logistics sectors that enables operators to reduce costs by planning the most efficient route and job schedule for their vehicle fleet (including electric vehicles). The My Transport Planner application is delivered through a web browser, thereby reducing implementation costs. The VCT funding is being used to progress new partnerships and increase market presence.

In addition, four new AIM quoted investments were added to the portfolio:

•      Diurnal is a speciality pharmaceutical company that develops high quality products for the life-long treatment of rare and chronic endocrine conditions, including congenital adrenal hyperplasia and adrenal insufficiency. Your Company participated in the £11.2 million fundraising, which completed in March 2020. The investment is being used to support the development and commercialisation of Diurnal's established products in the US and the rest of the world and to progress the early-stage pipeline opportunities into clinical trial phases.

•      Eden Research develops and supplies innovative biopesticide products and natural micro-capsulation technologies to the global crop protection, animal health and consumer products industries. Your Company participated in the £10.1 million fundraising, which completed in March 2020. This investment will enable the company to develop, register and commercialise key new products in categories such as insecticide formulation and seed treatment, taking a leading position in the rapidly growing sustainable agriculture market.

•      Genedrive is a molecular diagnostics company that is developing and commercialising a low cost and simple to use platform for the rapid diagnosis of infectious diseases and use in patient stratification pathogen detection and other indications. Genedrive recently announced the development of a high throughput SARS-CoV-2 test to detect the COVID-19 infection in patients. Your Company participated in the £7.0 million placing, which completed in May 2020. The investment is being used to support the introduction of the SARS-CoV-2 test alongside other product innovation.

•      Trackwise Designs is a leading provider of specialist interconnector products, manufacturing printed circuit technology for use across multiple sectors and applications. Your Company participated in the £5.9 million fundraising, which completed in March 2020. The investment provides working capital to support the growth of the business, specifically in the Improved Harness Technology area, which utilises the company's proprietary technology to manufacture unlimited length, multilayer flexible printed circuits that can be used in aerospace, automotive, satellite and medical markets.

The following investments have been completed during the reporting period:

Investments Date Sector Investment

cost

£'000
Website
New unlisted
GEN inCode Limited July 2020 Health 200 www.genincode.com
Hublsoft Group Limited June 2020 Software & computer services

(financial services)
300 www.hublsoft.com
Intilery.com Limited April 2020 Software & computer services

(marketing)
75 www.intilery.com
Nano Interactive Group Limited March 2020 Software & computer services

(advertising)
625 www.nanointeractive.com
Precursive Limited March 2020 Software & computer services (professional/employment services) 500 www.precursive.com
Push Technology Limited March 2020 Software & computer services

(consumer services)
525 www.pushtechnology.com
Quorum Cyber Security Limited June 2020 Software & computer services

(cyber security)
150 www.quorumcyber.com
The Algorithm People Limited May 2020 Software & computer services

(transport)
100 www.thealgorithmpeople.co.uk
Total new unlisted 2,475
Follow-on unlisted
ADC Biotechnology Limited1 March and July 2020 Pharmaceuticals & biotechnology 122 www.adcbio.com
AVID Technology Group Limited March 2020 Automobile & parts 71 www.avidtp.com
Boiler Plan (UK) Limited March 2020 Software & computer services

(consumer services)
200 www.boilerplanuk.com
Bright Network (UK) Limited March 2020 Software & computer services (employment services) 667 www.brightnetwork.co.uk
Contego Solutions Limited (trading as NorthRow) July 2020 Software & computer services

(financial services)
250 www.northrow.com
Curo Compensation Limited April 2020 Software & computer services (employment services) 81 www.curocomp.com
Horizon Ceremonies Limited May 2020 Support services

(consumer services)
100 www.horizoncremation.co.uk
Life's Great Group Limited (trading as Mojo Mortgages)1 March and July 2020 Software & computer services

(financial services)
270 www.mojomortgages.com
Optoscribe Limited March 2020 Diversified industrials 88 www.optoscribe.com
QikServe Limited March 2020 Software & computer services

(hospitality)
47 www.qikserve.com
Relative Insight Limited June 2020 Software & computer services

(marketing)
100 www.relativeinsight.com
The GP Service (UK) Limited May 2020 Health 163 www.thegpservice.co.uk
Total follow-on unlisted 2,159
Total unlisted 4,634
New quoted
Diurnal Group PLC March 2020 Pharmaceuticals & biotechnology 63 www.diurnal.co.uk
Eden Research PLC March 2020 Chemicals 102 www.edenresearch.com
Genedrive PLC May 2020 Pharmaceuticals & biotechnology 25 www.genedriveplc.com
Trackwise Designs PLC March 2020 Electronics & electrical equipment 62 www.trackwise.co.uk
Total new quoted 252
Follow-on quoted

C4X Discovery Holdings PLC
May 2020 Pharmaceuticals & biotechnology 14 www.c4xdiscovery.com
Total follow-on quoted 14
Total quoted 266
Total investments 4,900

1 Follow-on investment made in two stages.

At the period end, the portfolio stood at 86 unlisted and quoted investments, at a total cost of £30.74 million.

Realisations

In June 2020, the partial sale of the investment in Global Risk Partners (GRP) completed. Your Company originally invested in GRP in 2013, participating in a syndicate to back a highly experienced management team to pursue a buy & build strategy in the specialty insurance and reinsurance markets. Since launch, the business has achieved significant scale, having completed and successfully integrated 59 acquisitions, with the enlarged business now achieving annual gross written premium of almost £800 million. Following a competitive process, an offer for the business was received from a US private equity buyer, with a partial exit completing conditionally in February 2020. Regulatory approval for the transaction was granted subsequently and the sale concluded in June, generating a total return of 2.55 times cost. The proceeds will be distributed to your Company in due course.

The table below gives details of all realisations achieved during the reporting period:

Sales Year first invested Complete/ partial exit Cost of shares disposed

of

£'000
Value at

29

February

2020

£'000
Sales proceeds

£'000
Realised gain/(loss)

£'000
Gain/(loss) over 29 February 2020 value

£'000
Unlisted

Lambert Contracts Holdings Limited1

Other unlisted investments
2013 Complete -

-
-

-
20

1
20

1
20

1
Total unlisted - - 21 21 21
Quoted

Avacta Group PLC

Cello Health PLC

Eden Research PLC Genedrive PLC

Other quoted investments
2019

2004

2020

2020
Partial Complete

Partial Complete
95

309

19

25

4
142

418

19

17

4
398

499

26

40

4
303

190

7

15

-
256

81

7

23

-
Total quoted 452 600 967 515 367
Unit trusts

Royal London Short Duration Credit Fund (Class M Income)
2019 Partial - - 9 9 9
Total unit trusts - - 9 9 9
Total sales 452 600 997 545 397

1 Final recovery proceeds.

During the period under review, one private company was struck off the Register of Companies, resulting in a realised loss of £897,000 (cost £897,000). This had no effect on the NAV of the Company as a full provision had been made against the value of the holding in a previous period.

Material Developments Since the Period End

Since 31 August 2020, one new private company holding have been added to the portfolio:

·       MirrorWeb has developed a cloud-based social media and website archiving solutions for both the public and private sectors, where companies are increasingly looking to preserve online data to meet statutory, regulatory or legal obligations. The company provides a reliable, secure solution for archiving and monitoring websites and other online channels, allowing clients to preserve legally admissible records in a digital archive, leading to reduced compliance costs and improved efficiency through automation. The business has built a strong recurring revenue base and has a client list that includes Aberdeen Standard Investments, the BBC, HM Treasury, Tesco Bank, The National Archives and Zurich Insurance Group. The VCT funding is being used to grow the sales and marketing function with a view to building its market presence in the UK and US, particularly within the financial services sector.

Principal and Emerging Risks and Uncertainties

The principal and emerging risks and uncertainties facing the Company were set out in full in the Strategic Report contained within the 2020 Annual Report, and are the risks associated with investment in small and medium sized unlisted and AIM/AQSE quoted companies which, by their nature, carry a higher level of risk and are subject to lower liquidity than investments in larger quoted companies. The valuation of investee companies may be affected by economic conditions, the credit environment and other risks including legislation, regulation, adherence to VCT qualifying rules and the effectiveness of the internal controls operated by the Company and the Manager. These risks and procedures are reviewed regularly by the Audit 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.

During the period under review, the COVID-19 pandemic developed from being an emerging risk to a principal risk that had implications for the Company, the Manager and investee companies, as well as the UK and global economies. The Board and the Manager have sought to identify all of the individual and associated risks that could impact on the Company and the steps that are required to mitigate them. These have been recorded in separate risk registers that are maintained by the Company and the Manager, and these will be reviewed on a regular basis as the situation continues to evolve.

Share Buy-backs

Shareholders have given the Board authority to buy back shares for cancellation or to be held in treasury, subject always to such transactions being in the best interests of Shareholders. It is intended that, subject to market conditions, available liquidity and the maintenance of the Company's VCT status, shares will continue to be bought back at prices representing a discount of between 5% and 10% of the prevailing NAV per share. During the period under review, 1,207,705 shares were bought back for cancellation at a total cost of £497,000.

Regulatory Update

Following the outbreak of COVID-19, a number of regulatory changes have been implemented to assist and support companies through this crisis. The Corporate Insolvency and Governance Act has temporarily suspended parts of insolvency law to support directors to continue trading through the emergency without the threat of personal liability for wrongful trading and to protect companies from creditor action. In addition, Company Law and other legislation has been amended to provide companies with temporary easements on company filings and the holding of AGMs.

The Financial Conduct Authority (FCA) has recognised that fund managers and auditors could face challenges in preparing financial information as a result of the pandemic and have announced an extension to the filing deadlines for annual and interim reports. Your Company does not expect to have to take advantage of these extended filing deadlines.

The FCA has also published detailed information setting out its expectations during the crisis. The FCA expects firms to take reasonable steps to ensure that they are prepared to meet the challenges presented by COVID-19 in order to maintain business continuity. Firms are encouraged to ensure that they are managing their financial resilience and liquidity, and to report to the FCA if they believe they will face difficulties. The FCA has also set out its high-level expectations on the application of firms' systems and controls for combatting and preventing financial crime, including client identity verification.

On 27 March 2020, the International Private Equity and Venture Capital Valuation (IPEV) Guidelines Board issued special valuation guidance to assist managers who are applying the IPEV Valuation Guidelines to their 31 March 2020 portfolios. The Guidelines were last updated in 2018 and are the prevailing framework for fair value information in the private equity and venture capital industry. In the current global crisis, it is vitally important that information continues to flow in a timely and consistent manner, and the special valuation guidance reinforces key valuation principles in order to ensure the robustness of information making its way to investors and other stakeholders.

Outlook

Notwithstanding the unforeseen difficulties presented by the COVID-19 pandemic, your Company remains well positioned, benefitting from a diverse portfolio of younger companies seeking to achieve significant growth and scale, together with a number of more established and mature private and AIM quoted investments. The strategy for the second half of the financial year will remain focused on cautiously expanding and further developing the portfolio. In particular, the Manager will be seeking out those growth companies that have strong recurring or contractual revenues, or which operate an online business model, or are generally more defensive to the market and trading conditions experienced during the year to date as a result of the pandemic.

On behalf of the Board

Maven Capital Partners UK LLP

Secretary

19 October 2020

Summary of Investment Changes

For the six months ended 31 August 2020

Valuation       

29 February 2020

     £'000            %
Net investment/ (disinvestment)

£'000
Appreciation/ (depreciation)

£'000
Valuation    

31 August 2020

     £'000           %
Unlisted investments
Equities 13,750 31.9 4,466 63 18,279 44.8
Preference shares - - - - - -
Loan stock 7,941 18.4 147 (614) 7,474 18.4
21,691 50.3 4,613 (551) 25,753 63.2
AIM/AQSE investments
Equities 1,050 2.4 (701) 530 879 2.2
Listed investments
Investment trusts 1,431 3.3 - (23) 1,408 3.5
Unit trusts 2,010 4.7 (9) 1 2,002 4.9
Total investments 26,182 60.7 3,903 (43) 30,042 73.8
Net current assets 16,918 39.3 (6,252) - 10,666 26.2
Net assets 43,100 100.0 (2,349) (43) 40,708 100.0

Investment Portfolio Summary

As at 31 August 2020

Investment Valuation £'000 Cost £'000 % of total assets % of equity held % of equity held by other clients1
Unlisted
Martel Instruments Holdings Limited 1,966 1,234 4.8 14.9 29.3
Horizon Ceremonies Limited2 1,184 788 2.9 4.2 48.5
CatTech International Limited 1,169 627 2.8 6.0 24.0
Maven Co-invest Endeavour Limited Partnership (invested in Global Risk Partners) 1,089 435 2.7 24.3 75.7
Vodat Communications Group Limited 1,024 567 2.5 4.2 22.6
Bright Network (UK) Limited 971 940 2.4 8.5 29.8
The GP Service (UK) Limited 892 860 2.2 10.3 41.0
HCS Control Systems Group Limited 846 846 2.1 6.9 29.6
CB Technology Group Limited 843 579 2.1 11.8 67.2
Life's Great Group Limited (trading as Mojo Mortgages) 825 820 2.0 10.0 35.6
Contego Solutions Limited (trading as NorthRow) 798 798 2.0 6.6 26.2
Relative Insight Limited 700 700 1.7 3.7 25.6
Glacier Energy Services Holdings Limited 688 688 1.7 2.7 25.0
Whiterock Group Limited 676 321 1.7 5.2 24.8
Rockar 2016 Limited (trading as Rockar) 672 580 1.6 3.0 12.6
RMEC Group Limited 659 463 1.6 2.9 47.2
QikServe Limited 659 659 1.6 3.0 12.3
Nano Interactive Group Limited 625 625 1.5 3.7 11.2
Flow UK Holdings Limited 598 598 1.5 7.3 27.7
Delio Limited 533 533 1.3 3.6 9.9
Push Technology Limited 525 525 1.3 2.8 8.5
Precursive Limited 500 500 1.2 4.3 17.3
CODILINK UK Limited (trading as Coniq) 450 450 1.1 1.3 3.6
Ensco 969 Limited (trading as DPP) 443 733 1.1 4.9 29.6
Filtered Technologies Limited 435 400 1.1 4.3 22.3
Boiler Plan (UK) Limited 400 400 1.0 8.2 48.3
BioAscent Discovery Limited 392 174 1.0 4.4 35.6
Symphonic Software Limited 370 185 0.9 2.2 12.1
WaterBear Education Limited 348 245 0.9 5.1 34.1
ebb3 Limited 340 252 0.8 6.0 52.6
GradTouch Limited 300 400 0.7 5.8 29.7
HiveHR Limited 300 300 0.7 5.2 33.7
Hublsoft Group Limited 300 300 0.7 4.7 26.5
e.fundamentals (Group) Limited 300 200 0.7 1.6 9.2
Growth Capital Ventures Limited 269 257 0.7 5.3 37.8
Shortbite Limited (trading as DigitalBridge) 257 258 0.6 2.8 17.9
TC Communications Holdings Limited 241 413 0.6 3.5 26.5
Curo Compensation Limited 228 298 0.6 2.4 16.6
ISN Solutions Group Limited 205 323 0.5 4.6 50.4
Lending Works Limited 203 407 0.5 3.4 17.1
GEN inCode UK Limited 200 200 0.5 2.2 14.4
eSafe Global Limited 187 249 0.5 4.8 27.3
Optoscribe Limited 187 187 0.5 1.5 8.1
R&M Engineering Group Limited 172 762 0.4 8.6 62.0
Quorum Cyber Security Limited 150 150 0.4 2.6 18.4
Altra Consultants Limited 100 100 0.2 1.7 58.3
The Algorithm People Limited 100 100 0.2 3.3 22.7
AVID Technology Group Limited 91 365 0.2 1.5 8.4
Fathom Systems Group Limited 77 711 0.2 8.0 52.0
Intilery.com Limited 75 75 0.2 3.3 23.1
Honcho Markets Limited 65 65 0.2 1.2 23.5
Space Student Living Limited 45 - 0.1 11.5 68.6
FLXG Scotland Limited (formerly Flexlife Group Limited) 41 277 0.1 1.8 12.5
LightwaveRF PLC3 40 74 0.1 0.9 0.9
Other unlisted investments - 2,330
Total unlisted 25,753 26,326 63.2
Quoted
Avacta Group PLC 143 13 0.4 - -
Diurnal Group PLC 108 63 0.3 0.2 0.6
Intelligent Ultrasound Group PLC 106 82 0.3 0.4 2.1
Angle PLC 96 114 0.2 0.1 0.1
Eden Research PLC 87 83 0.2 0.4 1.1
Trackwise Designs PLC 79 62 0.2 0.3 1.0
Seen PLC (Entertainment AI PLC) 73 150 0.2 0.7 0.8
C4X Discovery Holdings PLC 66 47 0.1 0.3 1.9
Osirium Technologies PLC 60 100 0.1 1.5 4.4
Hardide PLC 33 80 0.1 0.3 0.4
Vianet Group PLC (formerly Brulines Group PLC) 28 37 0.1 0.1 1.4
Other quoted investments - 214
Total quoted 879 1,045 2.2
Private equity investment trusts
HarbourVest Global Private Equity Limited 298 250 0.6 - 0.1
Standard Life Private Equity Trust PLC 235 251 0.6 0.1 0.1
Pantheon International PLC 185 176 0.5 - 0.1
Princess Private Equity Holding Limited 169 158 0.4 - 0.2
ICG Enterprise Trust PLC 151 153 0.4 - 0.1
BMO Private Equity Trust PLC (formerly F&C Private Equity Trust PLC) 143 154 0.4 0.1 0.4
Apax Global Alpha Limited 83 71 0.2 - 0.1
HgCapital Trust PLC 82 64 0.2 - 0.1
Total private equity investment trusts 1,346 1,277 3.3
Real estate investment trusts

Regional REIT Limited
62 87 0.2 - 0.1
Total real estate investment trusts 62 87 0.2
Unit trusts
Royal London Cash Plus Fund

(Class Y Accumulation)
1,010 1,000 2.5 100.0 -
Royal London Short Duration Credit Fund

(Class M Income)
992 1,000 2.4 100.0 -
Total unit trusts 2,002 2,000 4.9
Total investments 30,042 30,735 73.8

1Other clients of Maven Capital Partners UK LLP.

2Horizon Cremation has changed its name to Horizon Ceremonies.

3Originally purchased as an AIM quoted stock, which subsequently delisted during a previous period.

Income Statement

For the Six Months Ended 31 August 2020

Six months ended

31 August 2020

(unaudited)
Six months ended

31 August 2019

(unaudited)
Year ended

29 February 2020

(audited)
Revenue Capital Total Revenue Capital Total Revenue Capital Total
£'000 £'000 £'000 £'000 £'000 £'000 £'000 £'000 £'000
(Losses) / gains on investments - (43) (43) - 531 531 - 579 579
Income from investments 517 - 517 571 - 571 966 - 966
Other income 16 - 16 59 - 59 115 - 115
Investment management fees (81) (322) (403) (67) (267) (334) (150) (601) (751)
Other expenses (142) - (142) (174) - (174) (361) - (361)
Net return on ordinary activities before taxation 310 (365) (55) 389 264 653 570 (22) 548
Tax on ordinary activities (28) 28 - (27) 27 - (106) 106 -
Return attributable to Equity Shareholders 282 (337) (55) 362 291 653 464 84 548
Earnings per share (pence) 0.31 (0.36) (0.05) 0.40 0.32 0.72 0.50 0.09 0.59

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 the Six Months Ended 31 August 2020

Six months ended 31 August 2020 (unaudited)

Share capital

£'000
Share premium account

£'000
Capital reserve realised

£'000
Capital reserve unrealised

£'000
Special distributable

reserve

£'000
Capital redemption

reserve

£'000
Revenue reserve

£'000
Total

£'000
At 29 February 2020 9,299 101 (18,489) (327) 51,381 25 1,110 43,100
Net return - - (646) 309 - - 282 (55)
Dividends paid - - (1,380) - - - (460) (1,840)
Repurchase and cancellation of shares (121) - - - (497) 121 - (497)
At 31 August 2020 9,178 101 (20,515) (18) 50,884 146 932 40,708

Six months ended 31 August 2019 (unaudited)

Share capital

£'000
Share premium account

£'000
Capital reserve realised

£'000
Capital reserve unrealised

£'000
Special distributable

reserve

£'000
Capital redemption

reserve

£'000
Revenue reserve

£'000
Total

£'000
At 28 February 2019 5,286 10,253 (16,907) (135) 25,746 361 646 25,250
Net return - - (915) 1,206 - - 362 653
Repurchase and cancellation of shares (89) - - - (405) 89 - (405)
Net proceeds of share issue 4,116 15,536 - - - - - 19,652
At 31 August 2019 9,313 25,789 (17,822) 1,071 25,341 450 1,008 45,150

Year ended 29 February 2020 (audited)

Share capital

£'000
Share premium account

£'000
Capital reserve realised

£'000
Capital reserve unrealised

£'000
Special distributable

reserve

£'000
Capital redemption

reserve

£'000
Revenue reserve

£'000
Total

£'000
At 28 February 2019 5,286 10,253 (16,907) (135) 25,746 361 646 25,250
Net return - - 276 (192) - - 464 548
Cancellation of share premium account - (25,787) - - 25,787 - - -
Cancellation of capital redemption reserve - - - - 475 (475) - -
Share premium cancellation costs - (12) - - - - - (12)
Dividends paid - - (1,858) - - - - (1,858)
Repurchase and cancellation of shares (139) - - - (627) 139 - (627)
Net proceeds of share issue 4,116 15,536 - - - - - 19,652
Net proceeds of DIS issue 36 111 - - - - - 147
At 29 February 2020 9,299 101 (18,489) (327) 51,381 25 1,110 43,100

The accompanying Notes are an integral part of the Financial Statements.

Balance Sheet

As at 31 August 2020

31 August 2020 31 August 2019 29 February 2020
(unaudited) (unaudited) (audited)
£'000 £'000 £'000
Fixed assets
Investments at fair value through profit or loss 30,042 24,500 26,182
Current assets
Debtors 420 389 416
Cash 10,268 20,291 16,540
10,688 20,680 16,956
Creditors
Amounts falling due within one year (22) (30) (38)
Net current assets 10,666 20,650 16,918
Net assets 40,708 45,150 43,100
Capital and reserves
Called up share capital 9,178 9,313 9,299
Share premium account 101 25,789 101
Capital reserve - realised (20,515) (17,822) (18,489)
Capital reserve - unrealised (18) 1,071 (327)
Special distributable reserve 50,884 25,341 51,381
Capital redemption reserve 146 450 25
Revenue reserve 932 1,008 1,110
Net assets attributable to Equity Shareholders 40,708 45,150 43,100
Net Asset Value per Ordinary Share (pence) 44.35 48.48 46.35

The Financial Statements of Maven Income and Growth VCT PLC, registered number 3908220, were approved and authorised for issue by the Board of Directors on 19 October 2020 and were signed on its behalf by:

J Pocock

Director

The accompanying Notes are an integral part of the Financial Statements.

Cash Flow Statement

For the Six Months Ended 31 August 2020

Six months ended

31 August 2020 (unaudited)

£'000
Six months ended

31 August 2019 (unaudited)

£'000
Year ended

298 February 2020

(audited)

£'000
Net cash flows from operating activities (60) 164 39
Cash flows from investing activities
Purchase of investments (4,900) (3,894) (8,450)
Sale of investments 1,025 2,425 5,300
Net cash flows from investing activities (3,875) (1,469) (3,150)
Cash flows from financing activities
Equity dividends paid (1,840) - (1,858)
Issue of Ordinary Shares - 19,652 19,799
Share premium cancellation costs - - (12)
Repurchase of Ordinary Shares (497) (405) (627)
Net cash flows from financing activities (2,337) 19,247 17,302
Net (decrease) / increase in cash (6,272) 17,942 14,191
Cash at beginning of period 16,540 2,349 2,349
Cash at end of period 10,268 20,291 16,540

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 August 2020 and the six months ended 31 August 2019 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 29 February 2020, which have been filed at Companies House and contained an Auditor's Report that was not qualified and did not contain a statement under S498(2) or S498(3) of the Companies Act 2006.                                                                                        

2.    Reserves                                                                                      

Share premium account                                                                                              

The share premium account represents the premium above nominal value received by the Company on issuing shares, net of issue costs. This reserve is non distributable.                                                                

Capital 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. This reserve is distributable.                                                                                              

Special distributable reserve                                                                                       

The total cost to the Company of the repurchase and cancellation of shares is represented in the special distributable reserve. This reserve is distributable.

Capital redemption reserve                                                                                         

The nominal value of shares repurchased and cancelled is represented in the capital redemption reserve. This reserve is non distributable.                                                                                        

Revenue reserve                                                                                              

The revenue reserve represents accumulated profits retained by the Company that have not been distributed to Shareholders as a dividend. This reserve is distributable.                                                                                            

Return per Ordinary Share Six months ended

31 August 2020
The returns per share have been based on the following figures:
Weighted average number of Ordinary Shares 92,348,499
Revenue return £282,000
Capital return (£337,000)
Total return (£55,000)

Directors' Responsibility Statement

The Directors confirm that, to the best of their knowledge:

•      the Financial Statements for the six months ended 31 August 2020 have been prepared in accordance with FRS 102, the Financial Reporting Standard applicable in the UK and Republic of Ireland;

•      the Interim Management Report includes a fair review of the information required by DTR 4.2.7R in relation to the indication of important events during the first six months, and of the principal risks and uncertainties facing the Company during the second six months, of the year ending 28 February 2021; 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.

Other Information

The NAV per Ordinary Share at 31 August 2020 has been calculated using the number of Ordinary Shares in issue of 91,780,428.

A full copy of the Interim Report and Financial Statements will be issued to Shareholders. Copies of this announcement will be available to the public at the office of Maven Capital Partners UK LLP, Kintyre House, 205 West George Street, Glasgow G2 2LW and at the registered office of the Company, 5th Floor, 1-2 Royal Exchange Buildings, London EC3V 3LF.

Neither the content of the Company's website nor the contents of any website accessible from hyperlinks on the Company's website (or any other website) is incorporated into, or forms part of, this announcement.

By order of the Board

Maven Capital Partners UK LLP

Secretary

19 October 2020

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