Maven I&g 4 Regulatory News (MAV4)

Maven Income and Growth VCT 4 PLC

Interim Results for the Six Months Ended 30 June 2018 (Unaudited)

The Directors announce the unaudited interim results for the six months ended 30 June 2018.

Highlights

• NAV total return at 30 June 2018 of 145.91p per share

• NAV at 30 June 2018 of 72.31p per share after payment of interim dividends of 13.70p per share during the period

• Offer for Subscription fully subscribed with £20 million of new capital raised

• Net asset value increased to £41.74 million at the period end

• Three new VCT qualifying private company holdings added to the portfolio, with a further two completed post the period end

• Follow-on funding provided to four portfolio companies

• Profitable realisation of Endura for 1.55 times cost

• Proposal to merge with Maven Income and Growth VCT 2 PLC

Overview

Your Company has achieved positive performance in the first half of the financial year, with one realisation of note, being the sale of Endura to Pentland Brands. Performance across the portfolio as a whole was generally encouraging, with no discernible impact from the current political uncertainty, and a number of portfolio companies making good progress against the commercial milestones set at the time of the original investment.

Whilst NAV total return per share has increased from 145.87p at 31 December 2017 to 145.91p at 30 June 2018, Shareholders will note that the absolute NAV per share has declined from 85.97p to 72.31p. This is primarily as a consequence of the payment of enhanced interim dividends totalling 13.70p during the period, which reflected a build-up of distributable reserves and were required in order to maintain your Company's ongoing compliance with the VCT regulations. These payments represent a highly tax-efficient means of making distributions to Shareholders.

The recent successful fundraising, which closed at full capacity in April 2018, has increased the size of your Company significantly and provides additional resources to build a diverse and broadly based portfolio of attractive VCT qualifying assets that are capable of supporting long term growth in Shareholder value.

Against an objective to continue to grow and diversify the investee company portfolio, it is encouraging to note that three new private company holdings were added during the period, with follow-on funding also provided to four existing portfolio companies to support their continued growth. Given the pipeline of live opportunities, and level of new business introductions currently being assessed across Maven's nationwide network of offices, it is anticipated that there will be a healthy rate of new investment activity during the second half of the financial year. In addition, there are likely to be further follow-on investments as earlier stage portfolio companies develop and require additional capital to deliver their business plans.

The strategy remains to invest in carefully selected fast growing UK smaller companies, operating across a diverse range of industries that offer either compelling proprietary technology or a disruptive business model capable of scalable growth. Maven also has a preference for supporting a proven management team with a successful track record in a previous business. The expansion of Maven's investment team to include a number of executives with specific sector expertise, particularly in early stage technology, is benefiting the initial asset screening and selection process.

Dividends

As a result of recent profitable realisations, and to ensure ongoing compliance with the VCT regulations, the Director's considered it necessary to distribute an enhanced level of interim dividends.

Accordingly, the first interim dividend in respect of the year ending 31 December 2018, of 8.90p per Ordinary Share, was paid on 13 April 2018 to Shareholders on the register at close of business on 16 March 2018. The second interim dividend, of 4.80p per Ordinary Share, was paid on 22 June 2018 to Shareholders on the register at close of business on 25 May 2018. The effect of paying these dividends was to reduce the NAV of the Company by the total cost of the distributions.

Since the Company's launch, and after receipt of the most recent dividend, Shareholders have received 73.60p per share in tax-free income. Decisions on future distributions will take into consideration the adequacy of reserves, the proceeds from any further realisations and the VCT qualifying levels of the portfolio, all of which are kept under close and regular review by the Board and the Manager.

Fund Raising

On 22 September 2017, the Directors of your Company launched an Offer for Subscription for new Ordinary Shares of up to £15 million, with an over-allotment facility of up to £5 million.

On 24 April 2018, your Board was pleased to announce that the Offer closed at full subscription, having raised £20 million in total, including the full utilisation of the over-allotment facility. During the period, the Company issued 16,714,707 new Ordinary Shares under the Offer for the 2017/2018 tax year, with a further 3,513,830 new Ordinary Shares issued for the 2018/2019 tax year. This additional liquidity will enable the Manager to continue to expand the portfolio by investing in dynamic, earlier stage VCT qualifying businesses that have the potential to deliver an uplift in Shareholder value.

Dividend Investment Scheme (DIS)

Your Company has in place a DIS, through which Shareholders may elect to have their dividend payments used to apply for new Ordinary Shares issued by the Company under the standing authority requested from Shareholders at Annual General Meetings. Shares issued under the DIS should qualify for VCT tax reliefs applicable for the tax year in which they are allotted.

Shareholders who have not previously applied to participate in the DIS and who wish to do so in respect of future dividends, should ensure that a mandate form, or CREST instruction if appropriate, is submitted to the Registrar (Link Asset Services). Terms & conditions and full details of the scheme are available from the Company's website, together with a mandate form for participation in the DIS. Alternatively a DIS election can be made through the Link Asset Services share portal at www.signalshares.com.

Portfolio Developments

During the period, the majority of the private companies in the investee portfolio have performed in line with expectations, despite the continued uncertainty within the UK economy surrounding the UK's intended exit from the European Union. Although there are, at present, no specific issues to highlight, the Manager will continue to monitor the situation closely.

It is encouraging to report on the continued improvement in trading within the oil & gas portfolio since the year end. After three years of exceptionally challenging market conditions, the companies with exposure to the sector are reporting an upturn in activity and profitability compared to the prior year, with forward order books projecting a continuation of this trend. 

The improvement in financial and operational performance reflects the cost cutting and restructuring measures implemented by portfolio companies, with close support from Maven executives, at the onset of the downturn. As a result, each investee company is operating with a lean cost structure and either modest or no external debt, which should provide stability assuming that the recovery continues to strengthen.

Elsewhere in the portfolio, a number of the established private company holdings have had their valuations increased to reflect improved performance.

Cursor Controls, a global leader in the design and manufacture of trackballs, trackpads and keyboards for use in specialist industrial applications, including health, defence and marine, continues to deliver good levels of organic growth. Performance was enhanced by the acquisition of Belgium distributor NSI in April 2016. The enlarged group continues to trade well, with further commercial and operational synergies identified to support future growth and profitability. The balance sheet remains strong and the business continues to pay down its term debt.

Diversified renewable energy services group GEV has experienced strong growth over the past year, particularly in the US through its largest division GEV Wind Power, which specialises in wind turbine blade maintenance. The US market opportunity is sizeable and the business is well positioned to capitalise on this over the coming year, having secured contracts with leading providers including MHI Vestas, Eon, Siemens and Invenergy. The management team is also forecasting strong performance in the UK and Europe in the year ahead.

In 2013, your Company participated in a syndicate, led by Penta Capital, to invest in Global Risk Partners, backing a highly experienced management team to pursue a buy & build strategy in the Lloyd's speciality insurance broking and managing general agent markets. Since the investment was made, significant progress has been achieved, including the addition of a commercial and private client division as well as the completion and integration of 28 separate acquisitions. The business is now understood to be one of the ten largest insurance brokers in the UK, and is continuing to grow. There is a strong pipeline of acquisition opportunities currently under review and further increases in profitability anticipated to feed through from margin improvement.

Since Maven clients' investment in Just Trays in 2014, the UK's leading designer and manufacturer of shower trays and related accessories has delivered steady performance. In line with a core business objective of new product development and innovation, the company has expanded its customer base and production volumes, as well as extending its product range, and was recently awarded a second 'Gold Award for Innovation in Design' at the prestigious Designer Kitchen and Bathroom Awards.

Vodat Communications supplies data networks, IP telephony, wi-fi solutions and fixed line connectivity to retail customers, with a solid blue chip customer base including Fat Face, Beaverbrooks and Welcome Break. Maven clients supported the management buy-out in 2012 and, since investment, the business has achieved positive growth and added a number of new customer contracts. In November 2017, Vodat completed the complementary acquisition of Axonex, a provider of specialist IT solutions, services and support specialising in unified communications, data centre, security and network infrastructure. The acquisition, which was funded through cash and bank debt, has created a number of cross selling opportunities to help deliver further growth for the enlarged group.

In addition, follow-on funding was provided to Growth Capital Ventures, ITS Technology, QikServe and The GP Service. Given their stage of development, the requirement to provide further capital to earlier stage qualifying companies was anticipated at the time of initial investment and was reflected in the reduced total commitment size by the Maven VCTs, and by the strategy of co-investing alongside other VCT houses. In terms of valuation, all new development capital investments will continue to be held at cost, or cost less provision, until there is clear evidence of measurable progress or a quantifiable event from which a new valuation level can be validated.

The investment trust portfolio has continued to trade well and generate income. This is particularly important in light of the restrictions introduced by the Finance Act 2016, which prevents non-qualifying investments in traditional instruments such as treasury bills or other government securities for liquidity management purposes. With increased cash resources now available following the fund raising, the Board and the Manager remain highly cognisant of the importance of maintaining an effective liquidity management policy and will continue to consider a range of permitted income generating investment options.

As well as reflecting the positive trading performance highlighted above, your Board has also fully provided against the value of the holding in Lambert Contracts prior to it being placed into administration. A full provision has also been taken against the value of the holding in Chic Lifestyle.

New Investments

During the period, your Company provided development capital to three VCT qualifying private companies operating in growth markets:

• Lending Works has developed a peer-to-peer (P2P) platform that matches private and institutional lenders to individual borrowers, and has grown to become the third largest P2P consumer lender in the UK. The company is well regarded by customers and partners as a responsible and ethical market leader, being the first major P2P platform to be fully authorised by the FCA, and the first to be authorised to provide an ISA offering. The investment by the Maven VCTs will enable the company to accelerate future growth.

• WaterBear Education has established a private music college specialising in offering university accredited undergraduate and post-graduate courses for the creative arts, primarily catering for musicians, singers, songwriters and those wishing to gain a well-rounded music industry education. The business is led by a high calibre management team with extensive experience of both the industry and music education, having previously founded the British and Irish Modern Music Institute, which has grown to be a market leader in its sector. The investment has been used to establish and launch the college, with Bachelor of Arts and Master of Arts university accredited courses available for student intake from September 2018.

• BioAscent Discovery is a drug discovery services business that was found by former pharmaceutical executives with over 30 years' experience of delivering clinical drug candidates. The business operates from the former Merck Sharpe and Dohme R&D site in Newhouse, Scotland, which is a secure state-of-the-art facility, housing client compound libraries ranging in size from a few thousand to a few hundred thousand compounds. The funding will be used to add complementary chemistry and biology services to the existing compound management service to create a highly differentiated, high-value integrated drug discovery offering.

The following investments have been completed during the reporting period:

1 Part of liquidity management strategy

At the period end, the portfolio stood at 69 unlisted and quoted investments, at a total cost of £22.35 million.

Realisations

In February 2018, the holding in Endura was exited for a total return of 1.55 times cost over the holding period. Maven clients first invested in Endura, a leading designer and manufacturer of high performance cycling apparel and accessories, in 2014 as part of a syndicate. The company focusses on the mid to premium end of the market and sells its products in over thirty countries worldwide with the support of a number of world class sponsors. The sale to UK-based Pentland Brands, which has a stable of global sports, outdoor and fashion brands including Berghaus, Canterbury, Speedo and Ellesse, represents an excellent strategic fit for Endura and will enable it to continue to expand its global brand and market presence.

In January 2018, following the sale of Elite Insurance, its key trading subsidiary, Torridon (Gibraltar) repaid all of the outstanding Maven client loan notes.

As at the date of this report, the Manager is engaged with several investee companies and prospective acquirers at various stages of the negotiation process, although there can be no certainty that these discussions will result in profitable sales.

The table below gives details of all realisations achieved, and deferred considerations received, during the reporting period:

1 Proceeds exclude yield and redemption premiums received, which are disclosed as revenue for financial reporting purposes.

2 Part of liquidity management strategy.

Material Developments Since the Period End

Since 30 June 2018, two new private company holdings have been added to the portfolio.

· Bright Network is a developer and provider of a media technology platform that enables medium and large sized companies to identify, reach and recruit good quality university graduates and young professionals. The platform currently supports a network of over 150,000 high calibre candidates and has a customer base of over 250 leading employers, including Bloomberg, Marks and Spencer and Vodafone. The Maven client investment will support the development of the technology as well as providing funding to further business development and marketing activities.

· Optoscribe has developed a suite of optical and photonic technologies that use high-power lasers to direct-write optical waveguides that are used to minimise energy dissipation in a wide range of applications in the telecom, datacom and mobile network markets. Optoscribe's innovative techniques are able to form these guides in precise 3D orientations, and simplify manufacturing processes by delivering highly efficient and scalable products. The barriers to entry into this market are significant and, therefore, the company's existing intellectual property (including patents) and technical know-how provides a defensible market position. The investment will enable the management team to scale manufacturing capacity and will support further business development activity.

In addition, follow-on development capital funding was provided to Whiterock to assist with its further growth.

Principal Risks and Uncertainties

The principal risks and uncertainties facing the Company were set out in full in the Strategic Report contained within the 2017 Annual Report, and are the risks associated with investment in small and medium sized unlisted and AIM/NEX quoted companies which, by their nature, carry a higher level of risk and are subject to lower liquidity than investments in large quoted companies. The valuation of investee companies may be affected by economic conditions, the credit environment and other risks including legislation, regulation, adherence to VCT qualifying rules and the effectiveness of the internal controls operated by the Company and the Manager. These risks and procedures are reviewed regularly by the Audit and Risk Committees and reported to your Board. The Board has confirmed that all tests, including the criteria for VCT qualifying status, continue to be monitored and met.

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 up to 15% of the prevailing NAV per share. During the period under review, 250,000 share were bought back at a total cost of £189,000.

Regulatory Developments

As previously outlined, VCT legislation continues to move towards supporting higher risk investments, with recent changes including the introduction of a 'risk to capital' based test, increased measures designed to assist the financing of knowledge-intensive companies and certain sector exclusions. The Finance Act 2018, which received Royal Assent in March 2018, introduced a new requirement that, for accounting dates from 6 April 2019 (from 31 December 2019 in the case of the Company) the percentage of funds a VCT must hold in qualifying investments will increase from 70% to 80%. In order to assist with this, the add-back period on sales will be increased from six to twelve months with effect from 6 April 2019. The Board and the Manager will continue to consider these developments when planning future strategy.

The General Data Protection Regulation came into force on 25 May 2018, replacing the Data Protection Act 1998. This regulation enforces the principle of 'privacy by design and by default' and enshrines new rights for individuals, including the right to be forgotten and to data portability. The Manager has worked with the third parties that process Shareholders' personal data to ensure that their rights under the new regulation are respected.

Proposed Merger

On 13 September 2018, the Company announced that it had entered formal negotiations on a proposed merger with Maven Income and Growth VCT 2 PLC. A circular relating to this is expected to be published in October 2018, prior to the convening of a general meeting at which Shareholders' approval will be sought on the proposal.

Outlook

Based on the current level of new transaction activity, it is expected that a meaningful number of new investments will be completed during the second half of the financial year, consistent with the Company's strategy of further expanding and diversifying the portfolio. The success of the recent Offer for Subscription has provided further funds to ensure the delivery of this strategy, and your Board and the Manager remain committed to building a large and broadly based portfolio of valuable private companies that are capable of delivering consistently positive Shareholder returns in the years ahead.

On behalf of the Board

Maven Capital Partners UK LLP

Secretary

14 September 2018

Summary of Investment Changes

For the Six Months Ended 30 June 2018

Investment Portfolio Summary

As at 30 June 2018

Investment Portfolio Summary (continued)

As at 30 June 2018

Investment Portfolio Summary (continued)

As At 30 June 2018

¹ Other clients of Maven Capital Partners UK LLP.

² Investments managed by Penta Capital LLP of which a Director of the Company, Steven Scott, is a partner.

Income Statement

For the Six Months Ended 30 June 2018

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

Six Months Ended 30 June 2018 (unaudited)

Six Months Ended 30 June 2017 (unaudited)

Year Ended 31 December 2017 (audited)

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

Balance Sheet

As at 30 June 2018

The Financial Statements were approved by the Board of Directors on 14 September 2018 and were signed on its behalf by:

Ian Cormack

Director

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

Cash Flow Statement

For the Six Months Ended 30 June 2018

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 30 June 2018 and the six months ended 30 June 2017 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 31 December 2017, which have been filed at Companies House and which 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.

Capital reserves

Gains or losses on investments realised in the year that have been recognised in the Income Statement are transferred to the capital reserve realised account on disposal. Furthermore, any prior unrealised gains or losses on such investments are transferred from the capital reserve unrealised account to the capital reserve realised account on disposal.

Increases and decreases in the fair value of investments are recognised in the Income Statement and are then transferred to the capital reserve unrealised account. The capital reserve realised account also represents capital dividends, capital investment management fees and the tax effect of capital items

Special distributable reserve

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

Capital redemption reserve

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

Revenue reserve

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

3. Return per Ordinary Share

Directors' Responsibility Statement

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

• the Financial Statements for the six months ended 30 June 2018 have been prepared in accordance with FRS 102, the Financial Reporting Standard applicable in the UK and the 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 31 December 2018; and

• the Interim Management Report includes adequate disclosure of the information required by DTR 4.2.8R in relation to material related party transactions and any changes therein.

Other information

A full copy of the Interim Report and Financial Statements will be printed and issued to Shareholders. Copies of this announcement will be available to the public at the registered office of the Company at Kintyre House, 205 West George Street, Glasgow G2 2LW; at the office of the Manager, Maven Capital Partners UK LLP, 5th Floor, 1-2 Royal Exchange Buildings, London EC3V 3LF; and, in due course, on the Company's website at www.mavencp.com/migvct4.

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

14 September 2018