Maven Income 1 Regulatory News (MIG1)

Maven Income and Growth VCT PLC

Interim results for the six months ended 31 August 2019 (unaudited)

The Directors are pleased to announce the unaudited Interim Management Report for the six months ended 31 August 2019.

Highlights

·; NAV total return at 31 August 2019 of 143.39p per share

·; NAV at 31 August 2019 of 48.48p per share

·; Interim dividend of 2.00p per share

·; Seven new private company holdings added to the portfolio, with one further investment completed post the period end

·; Two new AIM quoted company holdings added to the portfolio

·; Substantial pipeline of investments, with a number in advanced process

·; Realisation of the holding in GEV for a total return of 2.7 times cost

·; Realisation of the holding in Just Trays for a total return of 2.0 times cost

·; Post the period end, realisation of the holding in ELE Advanced Technologies for a total return of 4.4 times cost

Overview

Your Company has made good progress in the first half of the financial year, reporting a further increase in NAV total return. This was principally driven by valuation uplifts, reflecting the positive performance of a number of portfolio companies, and three significant realisations that completed during and shortly after the period end. It has also been a busy period for new investment activity, with £2.73 million invested in nine new private and AIM quoted company holdings. This is consistent with the strategic objective of building a large and diversified portfolio of private and AIM quoted companies that offer the prospect of capital gain. The Manager continues to experience strong levels of new investment opportunities sourced from across Maven's office network and it is anticipated that the second half of the year will see further progress in portfolio expansion. In light of the performance achieved during the period, the Directors have declared an interim dividend of 2.00p per share.

The Company currently has good levels of liquidity and is continuing to build a large and varied portfolio of investments, backing dynamic businesses across a range of attractive industry sectors, notably software, fintech, healthcare, and speciality manufacturing. The Manager's regional network now extends to twelve offices, with a team of executives who have extensive experience in the management of private company holdings, as well as a dedicated AIM team. Recent analysis of the VCT sector has also highlighted that Maven was the second most active private company VCT manager during the eight months to 31 August 2019.

It is encouraging to report that, despite the ongoing political and economic uncertainty, Maven continues to see both a strong pipeline of new opportunities and no discernible impact on the current portfolio holdings. The Manager will continue to follow a highly selective approach to investment, only supporting companies that offer a combination of management talent and proven ability, in tandem with a compelling or disruptive business model, where the opportunity offers prospective returns commensurate with the early stage nature of VCT investment. Maven has developed positive working relationships with other VCT managers and investors, and will co-invest in certain transactions as part of a syndicate in order to build as broadly-based portfolio as possible.

Maven maintains an active relationship with the management team of each investee company, often appointing a new chairman as well as a senior Maven executive to the board. This approach helps to add skills and experience, whilst also allowing the Manager to closely monitor performance and assist with strategic planning to help each business grow and generate shareholder value.

Dividends and Distributable Reserves

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 of the portfolio. These factors are kept under close and regular review by the Board and the Manager, who both recognise the importance of tax-free distributions to Shareholders. During the year to 28 February 2019, your Company paid an enhanced annual dividend, which occurred outwith the normal dividend payment pattern and was the result of a build-up of distributable reserves and the requirement to maintain ongoing compliance with the VCT regulations. Whilst your Company does not have a specific dividend target, the Directors recognise that an extended period of time has elapsed since the latest dividend was paid and have declared an interim dividend of 2.00p per Ordinary Share, which is more aligned to historic distribution levels.

The interim dividend in respect of the year ending 29 February 2020 will be paid on 22 November 2019 to Shareholders on the register at 25 October 2019. Since the Company's launch, and after receipt of this latest dividend, 96.91p 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.

As the portfolio continues to evolve, and a greater proportion of holdings are invested in young and early stage companies, as required by the VCT regulations, there are likely to be fluctuations in the quantum and timing of future dividend payments, which may become more closely aligned to realisation activity. The Board and the Manager will continue to monitor this carefully, in line with your Company's investment objective.

Dividend Investment Scheme (DIS)

Your Company operates a DIS, through which Shareholders may elect to have their dividend payments used to subscribe for new Ordinary Shares issued by the Company under the standing authority requested from Shareholders at Annual General Meetings. Shares issued under the DIS should qualify for VCT tax relief applicable for the tax year in which they are allotted, subject to an individual Shareholder's particular circumstances. If a Shareholder is in any doubt about the merits of participating in the DIS, or their own tax status, they should seek advice from a suitably qualified adviser.

Shareholders who wish to participate in the DIS in respect of future dividends, including the interim payment noted above, should ensure that a DIS mandate or CREST instruction, as appropriate, is received by the Registrar (Link Market Services) in advance of 8 November 2019, this being the next dividend election date. The mandate form, terms & conditions and full details of the scheme (including further details about tax considerations) are available from the Company's website at www.mavencp.com/migvct. A DIS election can also be made using the Registrar's share portal at www.signalshares.com.

Portfolio Developments

Your Company is building a diverse portfolio of early stage assets that operate in growth markets, providing products and services to a wide range of end users, often through a disruptive or innovative technology-led approach. These early stage companies have generally made satisfactory progress, achieving the milestones set out at the time of the original investment. With respect to the more established companies within the portfolio, it is encouraging to report that the majority have continued to perform to plan and help to provide balance to the overall portfolio composition.

CB Technology, which assembles and tests high-end printed circuit boards used in industrial and semiconductor markets, continues to make good progress, building on the positive performance achieved in the previous year. Following a period of investment, the business is well positioned to deliver growth and is focused on expanding its client base, with a strong order book providing good visibility on the outturn for the financial year to 31 March 2020.

During the period, ELE Advanced Technologies made further steady progress. The company, which manufactures precision engineering components for the industrial gas turbine, aerospace and automotive markets, has secured key positions on a number of new Rolls Royce production programmes, which is an encouraging development. Following an actively managed sales process, led by a specialist corporate finance adviser, an offer to buy the business was accepted from Lloyds Development Capital, a private equity buyer. The exit completed shortly after the period end, generating a total return of 4.4 times cost over the holding period.

In 2013, your Company invested in Global Risk Partners, participating in a syndicate to back a highly experienced management team to pursue a buy & build strategy in the speciality insurance and reinsurance markets. Since launch, the business has achieved considerable scale, having completed and successfully integrated 56 acquisitions, with the enlarged business now achieving gross written premium in excess of £700 million. Global Risk Partners is now the second largest independent insurance broker in the UK and the outlook remains positive, with a strong pipeline of acquisition opportunities currently under review. This is a valuable holding within the portfolio, with the underlying business well placed for further growth.

In light of the continued improvement in market conditions within the oil & gas sector, many of the portfolio companies with exposure to that market are recording increased levels of sales, higher profitability and improving order books, building on progress achieved during 2018. Following a sustained period of positive trading and a recovery in profitability, the provision taken against HCS Control Systems, a specialist designer and manufacturer of subsea systems, has been reversed. The Manager will continue to monitor the progress of assets in this sector through the second half of the year.

Your Company invested in comprehensive drug discovery services business BioAscent Discovery in June 2018, supporting a highly experienced team of former pharmaceutical executives. Since investment, the business has made encouraging progress across all aspects of the strategic plan, achieving impressive revenue growth and notably securing a second five-year contract as part of the European lead factory ESCulab project, to provide storage and management of compounds for clients. The business now supports an international customer base and the outlook for the current financial year projects further revenue growth.

Curo Compensation, a developer of advanced Software-as-a-Service (SaaS) solutions to manage the annual financial compensation cycle for corporate clients, has made good progress since the initial investment in December 2017. The company has a diverse client base including Bupa, Compass Group, Sage and Virgin Atlantic, and is focused on increasing its customer base and annual contract value. In December 2018, additional funding was provided to help support growth, specifically through the recruitment of a number of experienced individuals and the planned expansion into the North American market.

Since opening in April 2018, Horizon Cremation's first purpose-built facility, the Clyde Coast & Garnock Valley Crematorium, has been steadily building a positive market presence. It is encouraging to report that, in August 2019, it was named Best Crematorium in Scotland at the 2019 Scottish Funeral Awards. This award recognises the highest levels of service and care, exceptional building design and use of technology, alongside excellence in ethics and environmental standards, all of which are central to Horizon's ethos. As part of the growth strategy outlined at the time of original investment, the business has recently secured two further sites, at Cannock in Staffordshire and East Renfrewshire near Glasgow, with construction at the East Renfrewshire site due to commence in early 2020.

Visual asset management services group Whiterock continues to make positive progress in line with the core objectives identified at the time of original investment. Whiterock's solution creates a high definition visual environment of assets and facilities, enabling clients to navigate every area of hard to access assets such as offshore platforms, refineries, or government buildings, using 360°photography and video. Since 2016, the business has developed its technology platform and secured a number of material contracts with international blue-chip clients, representing a strong endorsement of the product and its capabilities. Follow-on funding was provided to the company in July 2018 to support growth, and the outlook for the current year is encouraging.

Following contract delays, further funding was provided to Cognitive Geology to support the company as it develops new opportunities, albeit the investment was completed at a lower valuation, reflective of the slower than anticipated commercial progress.

The Board and the Manager remain optimistic in the long-term potential of the early stage assets, acknowledging that, whilst the growth path of younger companies is more difficult to predict, those that achieve scale should be capable of generating substantial Shareholder value.

The Directors and the Manager continue to pursue an active policy with respect to liquidity management and the non-qualifying holdings in investment trusts, and will continue to consider a range of other income generating investment options permitted under the VCT regulations.

New Investments

During the period, your Company provided development capital to seven private companies that offer the prospect of significant capital growth:

• Altra Consultants was established in 2017 and is building an international multi-line insurance broking firm, which currently has three specialist teams operating in trade credit, financial & political risk and specie insurance. The business was founded by two experienced industry executives with an impressive track record, having worked together previously in growing a successful insurance broking business from inception through to profitable exit. The VCT funding will be used to support the future growth of the business as it expands into new market areas.

• Delio has developed a highly configurable software solution that helps global financial institutions enhance and improve their client reporting systems. Delio works with banks, wealth managers, family offices, angel networks and investment funds to deliver customised technology platforms that optimise the distribution, transacting and reporting of client investment opportunities. Since launch in 2015, the business has developed an impressive blue-chip customer base that includes Barclays, Coutts and ING. The funding will be used to support the growth of the business as it expands into international markets.

• DigitalBridge has developed a virtual guided design assistant that uses pioneering artificial intelligence (AI) and computer vision technology to guide customers through the entire design process of creating a bathroom or kitchen, from concept to completion, via its online portal. The platform has been operational within B&Q since 2017 and was rolled out to Castorama, a French company that is also part of the Kingfisher Group, in early 2018. The investment will be used to increase headcount, establish an office in the US and enhance the product through additional functionality.

• Filtered Technologies has developed a market-leading learning and development solution for corporate clients, driven by AI software. The core product magpie uses an intelligent learning recommendation engine to provide a range of tailored training content, suitable for both retail and corporate markets, and the existing client list includes the NHS, Procter & Gamble, Royal Mail, Sainsbury's, Siemens and Shell. The investment will support the further development of the technology and product, as well as enhancing the sales and marketing function to help drive future sales.

• Honcho Markets has developed an innovative app-based platform that aims to redefine how consumers purchase insurance products, by providing a transparent, cost-effective and engaging way of buying car, home, contents, travel or pet cover. The app uses a reverse auction marketplace, which enables insurance companies to transparently bid for consumers' business in real-time, ensuring a quote that puts the customers' interests first and reduces premiums. The platform has recently been launched within the highly competitive motor insurance market, with a view to expanding into personal lines at a future date.

• Relative Insight has developed a linguistic analysis platform that analyses the way in which a client company's target audience communicates, primarily through social media and online platforms, and uses this analysis to provide brand owners with powerful language based insight into how best to interact and appeal to their target market. The platform has the capacity to process large quantities of data to help clients create more effective sales, marketing and influencing campaigns. The company's high quality client base already includes global brands such as Disney, John Lewis and Unilever, as well as creative and media agencies such as Pearson, R/GA and Weber Shandwick. The funding will be used to scale the business in the UK and build a presence in the US.

• Symphonic Software is a developer and provider of context-aware authorisation software that controls user permissions and access to data. Symphonic aims to change the way an organisation regulates the secure sharing of sensitive and time-critical information, providing centralised visibility and control over the application of internal policies across its entire data landscape, within one easy-to-use interface, whilst maintaining compliance with external regulations. The funding will be invested in sales and marketing resource and used to help the team to improve client service levels.

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

• Intelligent Ultrasound is a global leader in ultrasound training through simulation, which has expanded into the development of AI software to guide and support doctors and sonographers in clinical and ultrasound scanning. Your Company participated in the £6.25 million fundraising, which completed in August 2019, intended to support existing and new product development as well as providing general working capital.

• LightwaveRF is the UK's only fully integrated home automation company, having developed a proprietary platform offering 'Internet of Things' capability to allow applications and devices to provide customers with remote control of light, heat, power and security. Your Company participated in the £1.1 million fundraising, which completed in August 2019. The proceeds will be used to help scale the business, expand sales and marketing activities, and support working capital requirements.

The table below lists the investments completed during the reporting period:

1 Part of liquidity management strategy.

At the period end, the portfolio stood at 71 unlisted and quoted investments, at a total cost of £24.1 million.

Realisations

During the period under review, two notable exits completed. Renewable energy services group GEV, which specialises in wind turbine blade maintenance, had made encouraging progress since Maven's investment in December 2014. GEV achieved significant growth in its largest market, the US, including securing contracts with Eon, Invenergy, MHI Vestas and Siemens, as well as key projects in the UK and Europe. Given the positive performance, the management team, with the support of the Maven appointed board representative, engaged with a corporate finance adviser and initiated a process to market the business for sale. Following a competitive process, an offer was accepted from Bridges Fund Management, a private equity buyer, with the transaction completing in June 2019 and delivering a total return of 2.7 times cost over the holding period.

In June 2019, your Company also realised its holding in Just Trays, the UK's leading designer and manufacturer of shower trays and related accessories. Since the original investment in 2014, Just Trays continued to deliver growth in line with its strategic objective. Following a formal sales process, led by a specialist corporate finance adviser, an offer to buy the business was accepted from Kartell UK Limited, a trade acquiror. The realisation generated a total return of 2.0 times cost over the holding period, including a deferred element.

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

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

2 Final recovery proceeds from realisations completed in previous period.

During the period, one private company was struck off the Register of Companies. This had no impact on the NAV of the Company as a full provision had been made against the value of the holding in a previous period.

As at the date of this report, the Manager is in dialogue with several investee companies and prospective acquirors at various stages of an exit process. However, there can be no certainty that these discussions will result in profitable realisations.

Material Developments Since the Period End

Since 31 August 2019, one new private company holding has been added to the portfolio.

e.fundamentals is a B2B e-commerce analytics software service provider that helps brand owners to improve the sales performance of their products across sellers websites. The platform consolidates various data streams, which otherwise require significant time and resource to interrogate, and compiles the information into a user-friendly framework that can deliver e-commerce solutions, which enable a client to improve decision making and create more effective online sales strategies. The business has a strong core client base, including well-known brands such as BirdsEye, HiPP organic, McCain and Weetabix. The funding will be used to support the further development of the company's technology

In addition, follow-on development capital funding was provided to Mojo Mortgages.

Principal Risks and Uncertainties

The principal risks and uncertainties facing the Company were set out in full in the Strategic Report contained within the 2019 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 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 the 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.

At present, there are no specific issues to highlight with respect to the ongoing uncertainty surrounding the UK's future relationship with the EU. The Manager is working with management teams across the portfolio on contingency planning for the possibility of the UK leaving the EU without a formal agreement having been reached.

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% to the prevailing NAV per share. During the period under review, 895,000 shares were bought back at a total cost of £405,000.

Regulatory Update

Your Company is making good progress towards the requirement to hold 80% of its investments in qualifying holdings, in line with the Finance Act 2018. It is anticipated that this will be achieved ahead of your Company's mandatory compliance date of 29 February 2020, this being the end of the current financial year.

In July 2018, the Financial Reporting Council published an update of the UK Corporate Governance Code (the Code), which focused on the application and reporting of the updated Principles. The Code applies to all companies with a Premium Listing and is applicable for all accounting periods beginning on or after 1 January 2019. In February 2019, the Association of Investment Companies (AIC) issued a revised version of the AIC Corporate Governance Code, which takes into consideration the Code and has the same application date. The Board is considering the implications of both the Code and the AIC Code and will consider future reporting obligations under them.

On 10 June 2019, the Shareholder Rights Directive II (SRD II) was adopted as an update to the 2007 EU Directive, which aimed to ensure better protection of the rights of shareholders in listed companies. The amendments are focused on further strengthening the position of shareholders to ensure that the decisions of the directors are made for the long-term stability of a company. SRD II aims to increase transparency regarding the investment strategy, directors' remuneration and voting process in general meetings, whilst also involving shareholders in corporate governance.

Outlook

Notwithstanding the political and economic uncertainty associated with the UK's withdrawal from the EU, your Company is making good progress in the construction of a large and broadly-based portfolio of high quality private and AIM quoted companies. The Manager remains focused on identifying and investing in some of the most attractive growth companies across the UK. The pipeline of opportunities currently in process is very healthy, indicating that the rate of new investment in the second half of the year will be strong, and the Board considers that your Company remains well positioned to achieve its strategic objective.

On behalf of the Board

Maven Capital Partners UK LLP

Secretary

31 October 2019

Summary of Investment Changes

For the Six Months Ended 31 August 2019

1 Includes assets transferred between AIM/NEX and unlisted during the period.

Investment Portfolio Summary

As at 31 August 2019

1 Other clients of Maven Capital Partners UK LLP.

Income Statement

For the Six Months Ended 31 August 2019

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 2019

Six months ended 31 August 2019 (unaudited)

Six months ended 31 August 2018 (unaudited)

Year ended 28 February 2019 (audited)

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

Balance Sheet

As at 31 August 2019

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 31 October 2019 and were signed on its behalf by:

John Pocock

Director

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

Cash Flow Statement

For the Six Months Ended 31 August 2019

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 2019 and the six months ended 31 August 2018 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 28 February 2019, 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.

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.

Directors' Responsibility Statement

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

• the Financial Statements for the six months ended 31 August 2019 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 29 February 2020; 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 2019 has been calculated using the number of Ordinary Shares in issue of 93,130,085.

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 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

31 October 2019