Seneca Growth Regulatory News (HYG)

10 Jul 2019 17:20

Half-year report

For immediate release 10 July 2019

Seneca Growth Capital VCT Plc

 

Unaudited Half-Yearly Report

For the Six Months Ended 30 June 2019

Financial Headlines

Ordinary Shares

33.6p	Net Asset Value per share at 30 June 2019
52.25p	Cumulative dividends paid to date
85.85p	Total return per share since launch

 

B Shares

99.5p	Net Asset Value per share at 30 June 2019
1.5p	Cumulative dividends paid to date
101p	Total return per share since launch

Financial Summary

	Six months to 30 June 2019Ordinary Share Pool	Six months to 30 June 2019B Share Pool	Six months to 30 June 2018 (Ordinary Share Pool only)	Year to 31 December 2018(Ordinary Share Pool)	Year to 31 December 2018(B Share Pool)
Net assets (£’000s)	2,728	5,359	5,053	5,282	3,999
Return on ordinary activities after tax (£’000s)	(281)	102	(127)	102	(36)
Earnings per share	(3.5p)	2.1p	(1.5p)	1.3p	(0.9p)
Net asset value per share	33.6p	99.5p	62.3p	65.1p	99.1p
Dividends paid to date	52.25p	1.5p	24.25p	24.25p	-
Total return per share	85.85p	101.0p	86.55p	89.35p	99.1p
Dividends declared for the period	18.0p	1.5p	-	10.0p	-

For further information, please contact:

John Hustler, Seneca Growth Capital VCT Plc at john.hustler@btconnect.com

Richard Manley, Seneca Growth Capital VCT Plc at Richard.Manley@senecapartners.co.uk

Chairman’s Statement

I present the unaudited results for the six months ended 30 June 2019.

The Company’s net asset values (‘NAV’) per Ordinary Share and per B Share at 30 June 2019 were:

Per Ordinary Share – 33.6p compared to 65.1p at 31 December 2018 and 62.3p at 30 June 2018; andPer B Share – 99.5p compared to 99.1p at 31 December 2018 (No B Shares were in issue as at 30 June 2018).

Dividends paid during the period were as follows:

2 dividends totalling 28p per Ordinary Share; and1 dividend of 1.5p per B Share.

The Company’s maiden B share offer closed in the period and it was very pleasing to see that a total of £5.5m was raised. It was also positive to see that the Company’s Investment Manager, Seneca Partners Limited (“Seneca”), added a further 4 new investments to the B Share pool during the period as noted below:

Company Name	Date of Investment	Amount Invested
Fabacus Holdings Limited	15 February 2019	£500,000
SkinBioTherapeutics Plc	21 February 2019	£750,000
Old St Labs Limited	28 March 2019	£500,000
Qudini Limited	4 April 2019	£500,000

The above investments take the total number of investments in the B Share portfolio to 5 and further information in relation to each investee company was included in the 2018 Annual Report and can also be found on the Company’s website www.senecavct.co.uk

Results - Ordinary Shares

The total reduction in NAV per Ordinary Share for the six month period to 30 June 2019 amounted to 31.5p (June 2018: reduction 1.5p). This reduction is the result of the combination of dividend payments made in the period totalling 28p per Ordinary Share and a negative capital return of 3.5p per Ordinary Share (30 June 2018: negative 0.8p), net of the corresponding reduction in the accrued performance fee relating to the Ordinary Share pool: the amount of the performance fee accrued at 30 June 2019 is £118,996.

The negative capital return of 3.5p per Ordinary Share noted above is principally a result of the reduction in the value of the Ordinary Share pool’s AIM portfolio which has seen reductions in the bid prices of the shares of Omega Diagnostics Group PLC (‘Omega’) and Scancell Holdings Plc (‘Scancell’), with bid prices of 9.7p and 6.5p respectively. The value of the Ordinary Share pool’s unquoted portfolio remains in line with the valuations as at 31 December 2018.

Portfolio review – Ordinary Shares

Following the sale of the Ordinary Share pool’s investment in Hallmarq Veterinary Imaging Limited in December 2018, realising £2.9m, we were very happy to be able to pay dividends totalling 28p per Ordinary Share during the 6 month period to 30 June 2019. The Total Return in relation to the Ordinary Shares is now 85.85p comprising cumulative distributions of 52.25p per Ordinary Share and a residual NAV per Ordinary Share of 33.6p as at 30 June 2019. The Company’s holding in Scancell (13,049,730 shares) continues to represent approximately one third of the Ordinary Share pool portfolio value at 30 June 2019 and the shares have been valued at their bid price of 6.5p as at 30 June 2019 (12.5p per share as at 30 June 2018, and 9.0p as at 31 December 2018). Whilst this represents a reduction of 27.8% compared to the bid price as at 31 December 2018 (2018 nil movement), we are encouraged by the company’s progress during the six month period to 30 June 2019 noting in particular:

The strengthening of the company’s senior team in January 2019 by appointing Dr Samantha Paston as Head of Research and Dr Adrian Parry as Head of Manufacturing;The company receiving the necessary regulatory and ethical approvals in April 2019 to initiate the UK arm of the SCIB1 clinical trial; andRaising gross proceeds of £3.9m by the issue of 77.6 million new ordinary shares to Vulpes Life Sciences Fund in June 2019, following which, Martin Diggle, Co-Founder and Portfolio Manager of Vulpes Investment Management, was appointed to the Scancell’s Board of Directors as a Non-Executive Director.

We have reviewed the valuation of the Ordinary Share pool’s unquoted portfolio and do not believe that any revaluations are necessary as at 30 June 2019, and we continue to monitor the portfolio for opportunities to realise the Ordinary Share pool’s investments at appropriate values.

Results – B Shares

The increase in NAV for the six month period to 30 June 2019 amounted to 0.4p per B Share (June 2018 – N/A as the first B shares were not issued until 23 August 2018). This increase is the result of the combination of the dividend payment of 1.5p per B Share made in the period, a negative revenue return of 0.7p per B Share (June 2018 – N/A) and a positive capital return per B Share of 2.8p (June 2018 – N/A). The remaining movement is a function of the increasing number of B Shares in issue throughout the period, with the return per share being calculated using a weighted average number of shares.

The positive capital return of 2.8p per B Share noted above is a result of the increase in the bid price of the B Share pool’s AIM quoted investment in SkinBioTherapeutics Plc, which increased to 19.5p as at 30 June 2019 compared to a cost price of 16p per share. As a result of this increase in value, the Investment Manager took the opportunity to realise a small proportion (3.7%) of the B Share pool holding, selling 175,000 shares and realising a gain of £14,289 on the disposal. The value of the B Share pool’s unquoted portfolio remains in line with the values as at 31 December 2018.

Portfolio review – B Shares

We are pleased with the development of the B Share portfolio and in particular that the Investment Manager has already made 5 investments, including one AIM quoted investment. The Investment Manager is currently exploring a number of further potential investment opportunities for the B Share pool and we therefore look forward to the continued development of the B Share portfolio.

Whilst the five investments made by the B Share pool were all made relatively recently, we were also pleased to note the increase in the share price of AIM quoted SkinBioTherapeutics Plc during the period.

We have also reviewed the valuation of the B Share pool’s unquoted portfolio comprising four companies as at 30 June 2019 and do not believe that any revaluations are necessary as at that date.

Fundraising

Having launched the Company’s B Share class in 2018 the Board were very pleased with the £5.5m raised under that maiden B Share offer. We will shortly launch our next offer for B shares to raise a further £10 million (with an overallotment facility of an additional £10 million) to enable Seneca to continue to increase the number and diversity of investments in the B Share pool. 

Presentation of half-year report

As previously noted, in order to simplify this report and to reduce costs, we have omitted details of the Company’s objectives and investment strategy, its Advisers and Registrars and how to buy and sell shares in the Company. These details are all included in the latest Annual Report and can be accessed on the Company’s website at www.senecavct.co.uk

Outlook

After a year of significant developments and change in the Ordinary Share portfolio, including the successful exit of the Company’s largest investment in December 2018, 2019 is expected to represent a period of consolidation for the Ordinary Share Pool. We note that 2018/19 was again a very strong year for VCT fundraising in the UK with more than £700m flowing into VCTs in the period. Against this backdrop, the Board remain optimistic about the success of the imminent B Share offer and the continued development of the B Share portfolio.

John HustlerChairman

10 July 2019

Investment Portfolio – Ordinary Shares

Unquoted Investments	Equity Held(%)	Investment at cost (£'000)	Unrealised profit/(loss) (£'000)	Carrying value at 30 June 2019 (£'000)	Movement in the six months to 30 June 2019 (£'000)
OR Productivity Limited	10.3	765	(101)	664	-
Fuel 3D Technologies Limited		299	(23)	276	-
Arecor Limited	1.3	141	63	205	-
Insense Limited	4.6	509	(389)	120	-
Microarray Limited	1.8	132	(65)	67	-
ImmunoBiology Limited	2.0	868	(868)	-	-
Exosect Limited	1.4	270	(270)	-	-
Total Unquoted Investments		2,985	(1,653)	1,332	-
Quoted Investments	Shares Held	Investment at cost (£'000)	Unrealised profit/(loss) (£'000)	Carrying value at 30 June 2019 (£'000)	Movement in the six months to 30 June 2019 (£'000)
Scancell plc	13,049,730	789	59	848	(326)
Omega Diagnostics plc	2,293,868	328	(105)	223	(64)
Total Quoted Investments		1,117	(46)	1,071	(390)
Total Investments		4,102	(1,699)	2,403	(390)

Investment Portfolio – B Shares

Unquoted Investments	Equity Held(%)	Investment at cost (£'000)	Unrealised profit/(loss) (£'000)	Carrying value at 30 June 2019 (£'000)	Movement in the six months to 30 June 2019 (£'000)
Silkfred Limited		500	-	500	-
Fabacus Limited	2.2	500	-	500	-
Old St Labs Limited	3.4	500	-	500	-
Qudini Limited	2.2	500	-	500	-
Total Unquoted Investments		2,000	-	2,000	-
Quoted Investments	Shares Held	Investment at cost (£'000)	Unrealised profit/(loss) (£'000)	Carrying value at 30 June 2019 (£'000)	Movement in the six months to 30 June 2019 (£'000)
SkinBioTherapeutics plc	4,502,107	720	158	878	158
Total Quoted Investments		720	158	878	158
Total Investments		2,720	158	2,878	158

Responsibility Statement of the Directors in respect of the half-yearly report

We confirm that to the best of our knowledge:

the half-yearly financial statements have been prepared in accordance with the statement “Interim Financial Reporting” issued by the Financial Reporting Council; the half-yearly report includes a fair review of the information required by the Financial Services Authority Disclosure and Transparency Rules, being: an indication of the important events that have occurred during the first six months of the financial year and their impact on the condensed set of financial statements. a description of the principal risks and uncertainties for the remaining six months of the year. a description of related party transactions that have taken place in the first six months of the current financial year that may have materially affected the financial position or performance of the Company during that period and any changes in the related party transactions described in the last annual report that could do so.

On behalf of the Board:

John HustlerChairman10 July 2019

Income Statement - Combined

	CombinedSix months to 30 June 2019			CombinedSix months to 30 June 2018			CombinedYear to 31 December 2018
	Revenue	Capital	Total	Revenue	Capital	Total	Revenue	Capital	Total
	£'000	£’000	£’000	£’000	£’000	£’000	£’000	£’000	£’000
Gain on disposal of fixed asset investments	-	52	52	-	6	6	-	903	903
Loss on valuation of fixed asset investments	-	(232)	(232)	-	(108)	(108)	-	(716)	(716)
Performance fee	-	71	71	-	32	32	-	(26)	(26)
Investment management fee net of cost cap	20	(35)	(15)	-	-	-	36	(18)	18
Other expenses	(55)	-	(55)	(57)	-	(57)	(113)	-	(113)
Return on ordinary activities before tax	(35)	(144)	(179)	(57)	(70)	(127)	(77)	143	66
Taxation on return on ordinary activities	-	-	-	-	-	-	-	-	-
Return on ordinary activities after tax	(35)	(109)	(179)	(57)	(70)	(127)	(77)	143	66

The ‘Total’ column of this statement is the profit and loss account of the Company; the supplementary Revenue return and Capital return columns have been prepared under guidance published by the Association of Investment Companies.All revenue and capital items in the above statement derive from continuing operations.The accompanying notes are an integral part of the half-yearly report.The Company has only one class of business and derives its income from investments made in shares and securities and from bank and money market funds.The Company has no recognised gains or losses other than the results for the period as set out above. Accordingly a Statement of Comprehensive Income is not required.

Income Statement – Ordinary Shares

	Ordinary Shares Six months to 30 June 2019			Ordinary SharesSix months to 30 June 2018			Ordinary SharesYear to 31 December 2018
	Revenue	Capital	Total	Revenue	Capital	Total	Revenue	Capital	Total
	£'000	£’000	£’000	£’000	£’000	£’000	£’000	£’000	£’000
Gain on disposal of fixed asset investments	-	38	38	-	6	6	-	903	903
Loss on valuation of fixed asset investments	-	(390)	(390)	-	(108)	(108)	-	(716)	(716)
Performance fee	-	71	71	-	32	32	-	(26)	(26)
Investment management fee net of cost cap	-	-	-	-	-	-	-	-	-
Other expenses	-	-	-	(57)	-	(57)	(59)	-	(59)
Return on ordinary activities before tax	-	(281)	(281)	(57)	(70)	(127)	(59)	161	102
Taxation on return on ordinary activities	-	-	-	-	-	-	-	-	-
Return on ordinary activities after tax	-	(281)	(281)	(57)	(70)	(127)	(59)	161	102
Earnings per share – basic and diluted	-	(3.5p)	(3.5p)	(0.7p)	(0.8p)	(1.5p)	(0.7p)	2.0p	1.3p

Income Statement – B Shares

	B SharesSix months to 30 June 2019			B SharesSix months to 30 June 2018			B SharesYear to 31 December 2018
	Revenue	Capital	Total	Revenue	Capital	Total	Revenue	Capital	Total
	£'000	£’000	£’000	£’000	£’000	£’000	£’000	£’000	£’000
Gain on disposal of fixed asset investments	-	14	14	-	-	-	-	-	-
Gain on valuation of fixed asset investments	-	158	158	-	-	-	-	-	-
Performance fee	-	-	-	-	-	-	-	-	-
Investment management fee net of cost cap	20	(35)	(15)	-	-	-	36	(18)	18
Other expenses	(55)	-	(55)	-	-	-	(54)	-	(54)
Return on ordinary activities before tax	(35)	`137	102				(18)	(18)	(36)
Taxation on return on ordinary activities	-	-	-	-	-	-	-	-	-
Return on ordinary activities after tax	(35)	137	102	-	-	-	(18)	(18)	(36)
Earnings per share – basic and diluted	(0.7p)	2.8p	2.1p	-	-	-	(0.45p)	(0.45p)	(0.9p)

Balance Sheet - Combined

	CombinedAs at 30 June 2019		CombinedAs at 30 June 2018		CombinedAs at 31 December 2018
	£’000	£’000	£’000	£’000	£'000	£'000
Fixed asset investments*		5,281		5,431		3,293
Current assets:
Cash received for B shares not yet allotted	-		1,648		219
Cash at Bank	2,934		7		6,227
Debtors	119		10		23
	3,053		1,665		6,469
Creditors:
Amounts falling due within one year	(128)		(63)		(72)
Cash received for B shares not yet allotted	-		(1,648)		(219)
Bank Loan	-		(200)		-
	(128)		(1,911)		(291)
Net current assets		2,925		(246)		6,178
Performance fee payable		(119)		(132)		(190)
Net assets		8,087		5,053		9,281
Called up equity share capital		135		4,058		121
Share premium		1,889		-		568
Special distributable reserve		8,489		3,397		10,839
Capital redemption reserve		-		38		-
Capital reserve – gains/(losses) on disposal		1,117		(381)		1,029
– holding gains/(losses)		(1,541)		(113)		(1,309)
Revenue reserve		(2,002)		(1,946)		(1,967)
Total equity shareholders' funds		8,087		5,053		9,281
*At fair value through profit and loss

Balance Sheet – Ordinary Shares

	Ordinary Shares As at 30 June 2019		Ordinary SharesAs at 30 June 2018		Ordinary Shares As at 31 December 2018
	£’000	£’000	£’000	£’000	£'000	£'000
Fixed asset investments*		2,403		5,431		2,793
Current assets:
Cash received for B Shares not yet allotted	-		1,648		-
Cash at Bank	476		7		2,738
Debtors	-		10		-
	476		1,665		2,738
Creditors:
Amounts falling due within one year	(32)		(63)		(59)
Cash received for B shares not yet allotted	-		(1,648)		-
Bank Loan	-		(200)		-
	(32)		(1,911)		(59)
Net current assets		444		(246)		2,679
Performance fee payable		(119)		(132)		(190)
Net assets		2,728		5,053		5,282
Called up equity share capital		81		4,058		81
Share premium		-		-		-
Special distributable reserve		5,139		3,397		7,412
Capital redemption reserve		-		38		-
Capital reserve – gains/(losses) on disposal		1,156		(381)		1,047
– holding gains/(losses)		(1,699)		(113)		(1,309)
Revenue reserve		(1,949)		(1,946)		(1,949)
Total equity shareholders' funds		2,728		5,053		5,282
Net asset value per share		33.6p		62.3p		65.1p
*At fair value through profit and loss

Balance Sheet – B Shares

	B SharesAs at 30 June 2019		B SharesAs at 30 June 2018		B SharesAs at 31 December 2018
	£’000	£’000	£’000	£’000	£'000	£'000
Fixed asset investments*		2,878		-		500
Current assets:
Cash received for B Shares not yet allotted	-		-		219
Cash at Bank	2,458		-		3,489
Debtors	119		-		23
	2,577		-		3,731
Creditors:
Amounts falling due within one year	(96)		-		(13)
Cash received for B Shares not yet allotted	-		-		(219)
	(96)		-		(232)
Net current assets		2,481		-		3,499
Performance fee payable		-		-		-
Net assets		5,359		-		3,999
Called up equity share capital		54		-		40
Share premium		1,889		-		568
Special distributable reserve		3,350		-		3,427
Capital redemption reserve		-		-		-
Capital reserve – gains/(losses) on disposal		(39)		-		(18)
– holding gains/(losses)		158		-		-
Revenue reserve		(53)		-		(18)
Total equity shareholders' funds		5,359		-		3,999
Net asset value per share		99.5p		-		99.1p
*At fair value through profit and loss

Statement of Changes in Equity - Combined

	Share Capital	Share premium £’000	Special distributable reserve	Capital redemption reserve	Capital reserve gains/(losses)	Capital reserve holding gains/(losses)	Revenue reserve	Total
	£’000		£’000	£’000	£’000	£’000	£’000	£’000
As at 1 January 2018	4,058	-	3,397	38	(432)	9	(1,890)	5,180
Revenue return on ordinary activities after tax	-	-	-	-	-	-	(57)	(57)
Performance fee allocated as capital expenditure	-	-	-	-	32	-	-	32
Current period gains on disposal	-	-	-	-	6	-	-	6
Current period losses on fair value of investments	-	-	-	-	-	(108)	-	(108)
Prior years’ unrealised gains now realised	-	-	-	-	13	(13)	-	-
Balance as at 30 June 2018	4,058	-	3,397	38	(381)	(112)	(1,947)	5,053
As at 1 January 2018	4,058	-	3,397	38	(432)	9	(1,890)	5,180
B Share issue	40	3,995	-	-	-	-	-	4,035
Capital restructuring	(3,977)	-	-	3,977	-	-	-	-
Capital reduction	-	(3,427)	7,442	(4,015)	-	-	-	-
Revenue return on ordinary activities after tax	-	-	-	-	-	-	(77)	(77)
Expenses charged to capital	-	-	-	-	(18)	-	-	(18)
Performance fee allocated as capital expenditure	-	-	-	-	(26)	-	-	(26)
Current period gains on disposal	-	-	-	-	903	-	-	903
Current period losses on fair value of investments	-	-	-	-	-	(716)	-	(716)
Prior years’ unrealised losses now realised	-	-	-	-	602	(602)	-	-
Balance as at 31 December 2018	121	568	10,839	-	1,029	(1,309)	(1,967)	9,281
B Share issue	14	1,321	-	-	-	-	-	1,335
Revenue return on ordinary activities after tax	-	-	-	-	-	-	(35)	(35)
Expenses charged to capital	-	-	-	-	(35)	-	-	(35)
Performance fee allocated as capital expenditure	-	-	-	-	71	-	-	71
Dividends paid	-	-	(2,350)	-	-	-	-	(2,350)
Current period gains on disposal	-	-	-	-	52	-	-	52
Current period losses on fair value of investments	-	-	-	-	-	(232)	-	(232)
Prior years’ unrealised gains now realised	-	-	-	-	-	-	-	-
Balance as at 30 June 2019	135	1,889	8,489	-	1,117	(1,541)	(2,002)	8,087

Statement of Changes in Equity – Ordinary Shares

	Share Capital	Share premium £’000	Special distributable reserve	Capital redemption reserve	Capital reserve gains/(losses)	Capital reserve holding gains/(losses)	Revenue reserve	Total
	£’000		£’000	£’000	£’000	£’000	£’000	£’000
As at 1 January 2018	4,058	-	3,397	38	(432)	9	(1,890)	5,180
Revenue return on ordinary activities after tax	-	-	-	-	-	-	(57)	(57)
Performance fee allocated as capital expenditure	-	-	-	-	32	-	-	32
Current period gains on disposal	-	-	-	-	6	-	-	6
Current period losses on fair value of investments	-	-	-	-	-	(108)	-	(108)
Prior years’ unrealised gains now realised	-	-	-	-	13	(13)	-	-
Balance as at 30 June 2018	4,058	-	3,397	38	(381)	(112)	(1,947)	5,053
As at 1 January 2018	4,058	-	3,397	38	(432)	9	(1,890)	5,180
Capital restructuring	(3,977)	-	-	3,977	-	-	-	-
Capital reduction	-	-	4,015	(4,015)	-	-	-	-
Revenue return on ordinary activities after tax	-	-	-	-	-	-	(59)	(59)
Expenses charged to capital	-	-	-	-	-	-	-	-
Performance fee allocated as capital expenditure	-	-	-	-	(26)	-	-	(26)
Current period gains on disposal	-	-	-	-	903	-	-	903
Current period losses on fair value of investments	-	-	-	-	-	(716)	-	(716)
Prior years’ unrealised losses now realised	-	-	-	-	602	(602)	-	-
Balance as at 31 December 2018	81	-	7,412	-	1,047	(1,309)	(1,949)	5,282
Revenue return on ordinary activities after tax	-	-	-	-	-	-	-	-
Performance fee allocated as capital expenditure	-	-	-	-	71	-	-	71
Dividends paid	-	-	(2,273)	-	-	-	-	(2,273)
Current period gains on disposal	-	-	-	-	38	-	-	38
Current period losses on fair value of investments	-	-	-	-	-	(390)	-	(390)
Prior years’ unrealised gains now realised	-	-	-	-	-	-	-	-
Balance as at 30 June 2019	81	-	5,139	-	1,156	(1,699)	(1,949)	2,728

Statement of Changes in Equity – B Shares

	Share Capital	Share premium £’000	Special distributable reserve	Capital redemption reserve	Capital reserve gains/(losses)	Capital reserve holding gains/(losses)	Revenue reserve	Total
	£’000		£’000	£’000	£’000	£’000	£’000	£’000
As at 1 January 2018	-	-	-	-	-	-	-	-
Balance as at 30 June 2018	-	-	-	-	-	-	-	-
As at 1 January 2018	-	-	-	-	-	-	-	-
B Share issue	40	3,995	-	-	-	-	-	4,035
Capital reduction		(3,427)	3,427	-	-	-	-	-
Revenue return on ordinary activities after tax	-	-	-	-	-	-	(18)	(18)
Expenses charged to capital	-	-	-	-	(18)	-	-	(18)
Balance as at 31 December 2018	40	568	3,427	-	(18)	-	(18)	3,999
B Share issue	14	1,321	-	-	-	-	-	1,335
Revenue return on ordinary activities after tax	-	-	-	-	-	-	(35)	(35)
Expenses charged to capital	-	-	-	-	(35)	-	-	(35)
Dividends paid	-	-	(77)	-	-	-	-	(77)
Current period gains on disposal	-	-	-	-	14	-	-	14
Current period gains on fair value of investments	-	-	-	-	-	158	-	158
Prior years’ unrealised gains now realised	-	-	-	-	-	-	-	-
Balance as at 30 June 2019	54	1,889	3,350	-	(39)	158	(53)	5,359

Statement of Cash Flows – Combined

	CombinedSix months to 30 June 2019	CombinedSix months to 30 June 2018	CombinedYear to 31 December 2018
	£'000	£’000	£'000
Cash flows from operating activities
Return on ordinary activities before tax	(179)	(127)	66
Adjustments for:
Increase in debtors	(96)	(3)	(16)
(Decrease)/increase in creditors	(234)	(36)	31
Gain on disposal of fixed asset investments	(14)	(6)	(903)
Loss on valuation of fixed asset investments	232	108	716
Cash from operations	(291)	(64)	(106)
Income taxes paid	-	-	-
Net cash used in operating activities	(291)	(64)	(106)
Cash flows from investing activities
Purchase of fixed asset investments	(2,248)	-	(500)
Sale of fixed asset investments	42	31	2,958
Total cash flows from investing activities	(2,206)	31	2,458
Cash flows from financing activities
Dividends paid	(2,350)	-	-
Issue of B shares	1,335	-	4,035
Cash raised for B shares not yet allotted	-	1,648	219
Bank loan	-	200	-
Total cash flows from financing activities	(1,015)	1,848	4,254
Increase in cash and cash equivalents	(3,512)	1,815	6.606
Opening cash and cash equivalents	6,446	(160)	(160)
Closing cash and cash equivalents	2,934	1,655	6,446

Statement of Cash Flows – Ordinary Shares

	Ordinary SharesSix months to 30 June 2019	Ordinary SharesSix months to 30 June 2018	Ordinary SharesYear to 31 December 2018
	£'000	£’000	£'000
Cash flows from operating activities
Return on ordinary activities before tax	(281)	(127)	102
Adjustments for:
(Increase)/decrease in debtors	-	(3)	7
(Decrease)/Increase in creditors	(98)	(36)	18
Gain on disposal of fixed asset investments	-	(6)	(903)
Loss on valuation of fixed asset investments	390	108	716
Cash from operations	11	(64)	(60)
Income taxes paid	-	-	-
Net cash used in operating activities	11	(64)	(60)
Cash flows from investing activities
Purchase of fixed asset investments	-	-	-
Sale of fixed asset investments	-	31	2,958
Total cash flows from investing activities	-	31	2,958
Cash flows from financing activities
Dividend paid	(2,273)	-	-
Cash raised for B shares not yet allotted	-	1,648	-
Bank loan	-	200	-
Total cash flows from financing activities	(2,273)	1,848	-
Increase in cash and cash equivalents	(2,262)	1,815	2,898
Opening cash and cash equivalents	2,738	(160)	(160)
Closing cash and cash equivalents	476	1,655	2,738

Statement of Cash Flows – B Shares

	B SharesSix months to 30 June 2019	B SharesSix months to 30 June 2018	B SharesYear to 31 December 2018
	£'000	£’000	£'000
Cash flows from operating activities
Return on ordinary activities before tax	102	-	(36)
Adjustments for:
Increase in debtors	(96)	-	(23)
(Decrease)/increase in creditors	(136)	-	13
Gain on disposal of fixed asset investments	(14)	-	-
Gain on valuation of fixed asset investments	(158)	-	-
Cash from operations	(302)	-	(46)
Income taxes paid	-		-
Net cash used in operating activities	(302)	-	(46)
Cash flows from investing activities
Purchase of fixed asset investments	(2,248)	-	(500)
Sale of fixed asset investments	42	-	-
Total cash flows from investing activities	(2,206)	-	(500)
Cash flows from financing activities
Issue of B shares	1,335	-	4,035
Cash raised for B shares not yet allotted	-	-	219
Dividends paid	(77)	-	-
Bank loan	-	-	-
Total cash flows from financing activities	1,258	-	4,254
Increase in cash and cash equivalents	(1,250)	-	3,708
Opening cash and cash equivalents	3,708	-	-
Closing cash and cash equivalents	2,458	-	3,708

Notes to the Half-Yearly Report

1. Basis of preparation

The unaudited half-yearly results which cover the six months to 30 June 2019 have been prepared in accordance with the Financial Reporting Council’s (FRC) Financial Reporting Standard 104 Interim Financial Reporting (‘FRS 104’) and the Statement of Recommended Practice (SORP) for Investment Companies re-issued by the Association of Investment Companies in November 2014. Details of the accounting policies and valuation methodologies are included within the Annual Report on Pages 59-71.

2. Publication of non-statutory accountsThe unaudited half-yearly results for the six months ended 30 June 2019 do not constitute statutory accounts within the meaning of Section 415 of the Companies Act 2006. The comparative figures for the year ended 31 December 2018 have been extracted from the audited financial statements for that year, which have been delivered to the Registrar of Companies. The independent auditor’s report on those financial statements, in accordance with chapter 3, part 16 of the Companies Act 2006, was unqualified. This half-yearly report has not been reviewed by the Company’s auditor.

3. Earnings per shareThe earnings per Ordinary Share at 30 June 2019 are calculated on the basis of 8,115,376 shares (31 December 2018: 8,115,376 and 30 June 2018: 8,115,376) being the weighted average number of shares in issue during the period.

The earnings per B Share at 30 June 2019 are calculated on the basis of 4,783,679 (31 December 2018: 3,412,545 and 30 June 2018: nil) being the weighted average number of shares in issue during the period.

There are no potentially dilutive capital instruments in issue and, therefore, no diluted returns per share figures are relevant.

4. Net asset value per shareThe net asset value per Ordinary Share is based on net assets as at 30 June 2019 divided by 8,115,376 (31 December 2018: 8,115,376 and 30 June 2018: 8,115,376) shares in issue at that date.

The net asset value per B Share is based on net assets as at 30 June 2019 divided by 5,387,664 (31 December 2018: 4,036,370 and 30 June 2018: nil) shares in issue at that date.

5. Principal risks and uncertaintiesThe Company’s assets consist of equity and fixed interest investments, cash and liquid resources. Its principal risks are therefore market risk, credit risk and liquidity risk. Other risks faced by the Company include economic, loss of approval as a Venture Capital Trust, investment and strategic, regulatory, reputational, operational and financial risks. These risks, and the way in which they are managed, are described in more detail in the Company’s Annual Report and Accounts for the year ended 31 December 2018. The Company’s principal risks and uncertainties have not changed materially since the date of that report.

6. Related party transactionsCertain Directors are entitled to participate in a performance bonus as detailed in note 6 of the Annual Report. Those Directors are entitled to receive a performance incentive fee, of up to 20% of sums returned to shareholders by way of dividends and capital distributions of whatever nature, which in aggregate exceeds the sum of 80p per share (including dividends paid to date, i.e. 52.25p per Ordinary Share, but excluding any sums returned to shareholders from HMRC in the year of subscription). Full details are included in the Directors’ Remuneration Report and in Note 5 of the 2018 Annual Report and Accounts, which can be viewed on the Company’s website.

The management fee payable to Seneca is calculated as 2% of the weighted average net assets of the B share portfolio. As a result, Seneca would have earned £46,712 in management fees in the current period, however this is reduced to £15,420 as a result of the 3% cost cap. No payment has been made to Seneca, as money is still recoverable from Seneca as a result of the amounts outstanding from 2018 in line with the cost cap applied for that period. The remaining balance (£2,997) will be deducted from fees to be paid to Seneca for services in 2019 (31 December 2018: £18,417 recoverable from Seneca, 30 June 2018: N/A).

Seneca accrued £141,250 (31 December 2018: £19,997, 30 June 2018: £nil) in transaction fees, monitoring and directors’ fees from investee companies. Seneca may also become entitled to a performance fee. See note 3 to the Annual Report for more information on these fees.

As detailed in the offer for subscription document dated 9 May 2018, Seneca (as promoters of the offer) were entitled to charge the Company up to 5.5% of investors’ subscriptions. A total of £18,018 has been paid to Seneca in the period (31 December 2018: £40,596, 30 June 2018: n/a), based on allotments of £1,353,150 in the period.

7. Events after the Balance Sheet DateThere are no post balance sheet events.

8. Copies of this statement are available from the Registrar’s office at Neville House, Steelpark Road, Halesowen, B62 8HD, and on the company’s website – www.senecavct.co.uk.