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Maven Income and Growth VCT is an Investment Trust

To achieve long term capital appreciation and generate maintainable levels of income for shareholders through investing in small and medium sized unlisted and AIM/NEX quoted companies.

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Half Yearly Report

31 Oct 2012 15:17

RNS Number : 0058Q
Maven Income & Growth VCT PLC
31 October 2012
 



Maven Income and Growth VCT PLC

 

Interim results for the six months ended 31 August 2012 (unaudited)

 

The Directors are pleased to announce the unaudited Interim Management Report for the six months ended 31 August 2012.

 

Overview

 

We are pleased to report a very successful six month period for your Company with net assets increasing by a further 7.4% to £28.6 million, including the proceeds of the successful Offer for Subscription which closed fully subscribed on 1 March 2012. Most of the private company investments have continued to trade positively, despite a difficult economic environment, and the portfolio continues to generate strong levels of revenue. This is an important component in your Company's ability to sustain a healthy level of distributions, and is reflected in an increased interim dividend compared with the same period last year.

 

The continuing focus for your Company is on delivering further improvements in Shareholder value through the on-going expansion of the private equity asset base. The Company has a widely diversified portfolio of holdings in established UK businesses, the majority of which pay a yield. The current scarcity of bank finance means that Maven's investment team, operating from six key regional centres throughout the UK, is being introduced to a steady flow of good quality private companies as these businesses look for alternative sources of funding.

 

As testament to the Maven approach we are pleased to note that, since the publication of the Annual Report, there has been a wide range of independent industry recognition of the success of Maven's VCT investment strategy and ability to deliver a consistent level of shareholder returns. In August Maven was announced as the winner in the UK Small Buyout House of the Year category for the ACQ Finance Magazine Global Awards 2012. These awards aim to recognise experience and skills demonstrated across UK and international markets, and particularly those managers that have produced exceptional performance levels during the most difficult period that the global economy has experienced for decades.

 

Maven was also recently named as winner of VCT Exit of the Year at the 2012 unquote" British Private Equity Awards for the 3 times cost exit from Walker Technical Resources in 2011, as well as being a finalist in the VCT House of the Year category. These awards acknowledge innovation and excellence in the private equity and venture capital sectors.

 

Maven has also been nominated for VCT Fund Manager of the Year as part of the Investor AllStars 2012 awards, which focus on all-round professional excellence in the European venture capital and private equity sector, and your Company has been announced as a VCT finalist in the annual Investment Company of the Year Awards for close-ended fund management.

 

Financial highlights

 

Balance Sheet

 

·; NAV total return of 117.1p per share at 31 August 2012, up 4.6% over the period;

 

·; NAV of 69.5p per share after payment of the 2012 final dividend of 3.5p;

 

·; Interim dividend of 2.0p per share declared; and

 

·; Cash position, including gilts, increased from £1.4 million to £6.5 million.

 

Portfolio

 

·; Three new VCT qualifying investments added to the portfolio, and six follow-on investments;

 

·; Disposal of ATR Holdings for a total return of 2.4 times cost;

 

·; Sale of TPL (Midlands) for a total return of 1.8 times cost; and

 

·; Realisation of Nessco Group Holdings for a total return of 2.7 times cost.

 

Dividends

 

The Company paid dividends totalling 5.0p per share in respect of the year ended 29 February 2012, which represents a yield of 8.3% per annum to Shareholders based on the mid-market price at 31 August 2012.

 

The Board has declared an increased interim dividend of 2.0p per share (2011: 1.5p), comprising 1.0p of capital and 1.0p of revenue, to be paid on 7 December 2012 to Shareholders on the Register at 9 November 2012.

 

Investment activity

 

During the period the Maven team completed three qualifying private equity investments at a cost of £1.8 million on behalf of your Company, and also made six follow-on investments in existing portfolio companies. At the period end, the portfolio was comprised of 54 unlisted and AIM/PLUS quoted investments at a total cost of £21.7 million, with quoted holdings representing 2.2% of the portfolio by value.

 

Two new private company investments were added to the portfolio during the period under review:

 

·; Vodat International Holdings, a provider of payment and communications solutions to high street businesses, which enable retailers to reduce costs, boost store productivity and increase sales in an increasingly competitive trading environment. The company has an established and diverse customer base, has consistently improved profitability in recent years and enjoys high levels of recurring revenue from a number of long-term service and support contracts; and

 

·; CatTech International, a niche industrial services business offering catalyst handling products and services to petro-chemical plants operating in the major international markets. The business specialises in servicing equipment used in applications where operational efficiency is critical and there is an increasing global focus on health and safety issues, and has developed a range of patented products and processes to improve the efficiency, speed and safety of catalyst operations.

 

A number of follow-on investments were made to support the development of existing portfolio businesses and, in the case of Glacier Energy Services Group and 60 Group, to fund acquisitions.

 

The following new investments have been completed during the period:

 

Investment

Date

Sector

Investment cost

£'000

 

Website

Unlisted

Camwatch Limited

July 2012

Telecommunication services

328

www.camwatch.co.uk

CatTech International Limited

March 2012

Support services

627

www.cat-tech.com

Glacier Energy Services Group Limited

June 2012

Oil equipment services

55

www.glacier.co.uk

Nessco Group Holdings Limited

March 2012

Oil equipment services

119

www.nesscogroup.com

TC Communications Holdings Limited

July 2012

Support services

23

www.tccommunications.co.uk

Tosca Penta Exodus Mezzanine Limited Partnership Trading as 60 Group)

July 2012

Telecommunication services

199

www.6dg.co.uk

Trojan Capital Limited

May 2012

Support services

640

No website available

Venmar Limited (trading as XPD8 Solutions)

June 2012

Oil & gas

342

www.xpd8solutions.com

Vodat International Holdings Limited

March 2012

Telecommunication services

567

www.vodat-int.com

Total unlisted investment

2,900

Listed fixed income

Treasury 7 March 2013

June 2012

UK government

1,973

Treasury Bill 24 December 2012

July 2012

UK government

4,344

Total listed fixed income investment

6,317

Total investment

9,217

 

Maven Income and Growth VCT has co-invested in some or all of the above transactions with Maven Income and Growth VCT 2, Maven Income and Growth VCT 3, Maven Income and Growth VCT 4, Maven Income and Growth VCT 5, Talisman First Venture Capital Trust and Ortus VCT. Co-investment allows these companies to underwrite a wider range and larger size of transaction than would be the case on a stand-alone basis.

  

Realisations

 

There were three significant private company realisations during the period. In March 2012, Maven completed the realisation of ATR Holdings for £19.25 million via a secondary buy-out funded by the private equity manager NBGI, realising a total return of 2.4 times the initial cost. ATR provides rental services for specialist plant, equipment and consumables, along with a comprehensive range of support services, to offshore and onshore energy services maintenance contractors operating in highly regulated environments.

 

At the start of June 2012 the holding in TPL (Midlands) was sold to German engineering group Vossloh Kiepe for a 1.8 times total return on investment cost for your Company. During July 2012 the realisation of the holding in Nessco Group Holdings completed with a sale to NASDAQ listed RigNet Inc. for a 2.7 times return on the cost of investment.

 

The Manager has continued its policy of disposing of quoted holdings for best possible value in cases where the investments were underperforming. The table below gives details of realisations during the reporting period:

 

Year first invested

Complete/

partial

exit

Cost of shares disposed of

£'000

Value at

29 February 2012

£'000

Sales proceeds

£'000

Realised

gain/

(loss)

£'000

Gain/(loss) over

29 February 2012 value

£'000

Unlisted

ATR Holdings Limited

2007

Complete

220

523

460

240

(63)

Beckford Capital Limited

2010

Complete

640

640

640

-

-

Dalglen (1150) Limited (trading as Walker Technical Resources)

2009

Complete

-

-

5

5

5

House of Dorchester Limited

2002

Partial

87

87

87

-

-

Nessco Group Holdings Limited

2008

Complete

710

1,117

1,551

841

434

Oliver Kay Holdings Limited

2008

Partial

8

8

8

-

-

PLM Dollar Group Limited

1999

Complete

455

432

448

(7)

16

Space Student Living Limited

2011

Partial

91

91

91

-

-

TPL (Midlands) Limited

2007

Complete

2,771

2,874

4,408

1,637

1,534

Uctal Limited (formerly Unique Communications)

2001

Partial

4

-

9

5

9

Total unlisted disposals

4,986

5,772

7,707

2,721

1,935

AIM/PLUS

Brookwell Limited

2011

Partial

3

2

2

(1)

-

Spectrum Interactive PLC

2005

Complete

209

16

176

(33)

160

Total AIM/PLUS disposals

212

18

178

(34)

160

 

 

 

Listed fixed income

 

 

Treasury 7 March 2013

2012

Complete

1,970

n/a

1,968

(2)

n/a

Treasury 7 June 2012

2011

Complete

336

340

336

-

(4)

Total listed fixed income disposals

2,306

340

2,304

(2)

(4)

 

 

 

Total disposals

7,504

6,130

10,189

2,685

2,091

 

One AIM quoted holding was struck off the Register during the period resulting in a realised loss of £314,000 (cost £314,000). This had no impact on NAV as a full provision against the cost of the investment had been taken in previous periods.

 

Principal risks and uncertainties

 

The Board has reviewed the principal risks and uncertainties facing the Company, which are set out in the Annual Report. The Company has invested in a broadly based portfolio of UK private company investments. The VCT qualifying status of the Company is reviewed regularly by your Board and monitored on a continuous basis by the Manager in order to ensure that all of the criteria for VCT status are met. The Board has confirmed that all tests continue to be satisfied.

  

VCT regulation

 

The Manager was pleased to note that the Finance Act received Royal Assent in July, following approval by the European Commission of Government increases to the level of investment in an individual business which qualifies for VCT funding, and to the size of business which can benefit. The gross asset limit for investee companies has been raised from £7 million to £15 million, and the maximum number of employees from 50 to 250, while the annual investment limit has been raised from £2 million to £5 million. These revised limits are consistent with the Maven focus on investing in later-stage companies, and reinforce the position of generalist VCTs as a tax-efficient means of investment in high-growth smaller businesses.

 

Offer for Subscription

 

An Offer for Subscription was made in December 2011 in parallel with similar Offers by Maven Income and Growth VCT 2 PLC, Maven Income and Growth VCT 3 PLC and Maven Income and Growth VCT 4 PLC. The Offer was closed early, having been fully subscribed, on 1 March 2012 and resulted in the issue of 1,900,367 Ordinary Shares at an issue price of 65.71p, raising an additional £1,250,000 of capital, before expenses.

 

Share Buy-back policy

 

Shareholders have given the Board authority to buy back shares for cancellation when it is in the interests of the Shareholders and the Company as a whole. Shareholders should be aware that the Board's primary objective is for the Company to retain sufficient liquid assets for making investments in line with its stated policy and for the continued payment of dividends to Shareholders. However, the Directors also acknowledge the need to maintain an orderly market in the Company's shares and have delegated authority to the Manager to buy back shares in the market for cancellation, subject always to such transactions being in the best interest of Shareholders. It is intended that, subject to market conditions, available liquidity and the maintenance of the Company's VCT status, shares will be bought back at prices representing a discount of between 10% and 20% to the prevailing NAV per share.

 

Outlook

 

During the next six months your Company will continue to focus on investing in attractively priced later-stage private companies which are capable of paying regular income and offer significant potential for capital growth. We believe this is the optimum strategy for the generation of superior Shareholder returns.

 

Maven Capital Partners UK LLP

Manager

31 October 2012

 

Summary of Investment Changes for the six months ended 31 August 2012

Valuation

29 February 2012

Net investment/ (disinvestment)

Appreciation/ (depreciation)

Valuation

31 August 2012

 £'000

 %

 £'000

 £'000

 £'000

 %

Unlisted investments

Equities

9,016

33.8

(2,597)

3,124

9,543

33.3

Preference shares

1,404

5.3

(1,374)

-

30

0.1

Loan stock

14,076

52.8

(836)

(1,213)

12,027

42.0

Total unlisted investments

24,496

91.9

(4,807)

1,911

21,600

75.4

AIM/PLUS investments

Equities

492

1.8

(178)

174

488

1.7

Listed investments

Fixed income

340

1.3

4,006

-

4,346

15.2

Total investments

25,328

95.0

(979)

2,085

26,434

92.3

Net current assets

1,334

5.0

854

-

2,188

7.7

Net assets

26,662

100.0

(125)

2,085

28,622

100.0

 

   

Investment Portfolio Summary as at 31 August 2012

 

 

Investments

Valuation £'000

Cost £'000

% of net assets

% of equity held

% of equity held by other clients1

Unlisted

Torridon Capital Limited

1,962

627

7.0

4.5

35.5

Homelux Nenplas Limited

1,644

391

5.6

7.9

32.1

Oliver Kay Holdings Limited

1,256

748

4.4

4.9

15.1

House of Dorchester Limited

1,184

369

4.1

44.2

-

Maven Co-invest Exodus Limited Partnership and Tosca Penta Exodus Mezzanine Limited Partnership (jointly trading as 6° Group)

1,081

829

3.8

4.0

14.3

Camwatch Limited

1,063

1,503

3.7

14.4

28.5

Westway Services Limited

1,038

450

3.6

4.9

17.0

Adler & Allan Holdings Limited

868

623

3.0

2.2

4.8

Lawrence Recycling & Waste Management Limited

845

845

3.0

10.4

51.6

Intercede (Scotland) 1 Limited (trading as Electro-Flow Controls)

728

428

2.5

4.7

23.8

Atlantic Foods Group Limited

719

522

2.5

2.9

5.9

Venmar Limited (trading as XPD8 Solutions)

700

700

2.4

5.4

29.6

Martel Instruments Holdings Limited

677

807

2.4

14.9

29.3

Steminic Limited

656

656

2.3

8.8

27.0

ELE Advanced Technologies limited

656

192

2.3

11.3

-

Trojan Capital Limited

640

640

2.2

47.2

50.2

Moriond Limited

630

583

2.2

11.9

38.1

CatTech International Limited

627

627

2.2

6.0

24.0

Attraction World Holdings Limited

624

314

2.2

6.2

32.2

Flexlife Group Limited

594

448

2.1

1.8

12.8

Vodat International Holdings Limited

567

567

2.0

6.6

35.2

Lemac No. 1 Limited (trading as John McGavigan)

532

532

1.9

9.1

27.7

Tosca Penta Investments Limited Partnership (trading as esure)

434

213

1.5

0.1

0.2

CHS Engineering Services Limited

360

360

1.3

4.0

19.4

LCL Hose Limited (trading as Dantec)

358

358

1.3

6.4

23.6

Glacier Energy Services Group Limited

283

283

1.0

2.2

22.8

Claven Holdings Limited

230

89

0.8

15.6

34.4

TC Communications Holdings Limited

163

326

0.6

3.5

26.5

Training for Travel Group Limited

153

446

0.5

5.1

24.9

Space Student Living Limited

79

317

0.3

4.5

25.5

PSCA International Limited

77

154

0.3

-

-

ID Support Services Group Limited

68

89

0.2

0.6

1.6

Enpure Holdings Limited

49

100

0.2

0.4

2.2

Other unlisted investments

55

 3,914

-

Total unlisted investments

21,600

20,050

75.4

AIM/PLUS

Plastics Capital PLC

188

281

0.7

1.0

2.7

Cello Group PLC

118

310

0.4

0.4

0.1

Tangent Communications PLC

53

98

0.2

0.4

2.5

Hasgrove PLC

49

168

0.2

0.6

1.1

Vianet Group PLC (formerly Brulines Group PLC)

31

37

0.1

0.1

1.4

Chime Communications PLC

29

26

0.1

-

0.3

Brookwell Limited

14

32

-

-

-

Other AIM/PLUS investments

6

741

-

Total AIM/PLUS investments

488

1,693

1.7

Listed fixed income

Treasury Bill 24 December 2012

4,346

 4,344

15.2

Total investments

26,434

26,087

92.3

1Other clients of Maven Capital Partners UK LLP.

 

Maven Income and Growth VCT PLC

Income Statement

Six months ended 31 August 2012 (unaudited)

Revenue

Capital

Total

£'000

£'000

£'000

Investment income and deposit interest

1,012

-

1,012

Investment management fees

(153)

(611)

(764)

Other expenses

(114)

-

(114)

Gains on investments

-

2,085

2,085

Net return on ordinary activities before taxation

745

1,474

2,219

Tax on ordinary activities

(48)

42

(6)

Return attributable to Equity Shareholders

697

1,516

2,213

Earnings per share (pence)

1.70

3.70

5.40

 

 

Maven Income and Growth VCT PLC

Income Statement

Six months ended 31 August 2011 (unaudited)

Revenue

Capital

Total

£'000

£'000

£'000

Investment income and deposit interest

813

-

813

Investment management fees

(44)

(176)

(220)

Other expenses

(93)

-

(93)

Gains on investments

-

320

320

Net return on ordinary activities before taxation

676

144

820

Tax on ordinary activities

(81)

24

(57)

Return attributable to Equity Shareholders

595

168

763

Earnings per share (pence)

1.51

0.43

1.94

 

 

Maven Income and Growth VCT PLC

Income Statement

Year ended 29 February 2012 (audited)

Revenue

Capital

Total

£'000

£'000

£'000

Investment income and deposit interest

1,478

-

1,478

Investment management fees

(163)

(653)

(816)

Other expenses

(213)

-

(213)

Gains on investments

-

2,636

2,636

Net return on ordinary activities before taxation

1,102

1,983

3,085

Tax on ordinary activities

(234)

159

(75)

Return attributable to Equity Shareholders

868

2,142

3,010

Earnings per share (pence)

2.2

5.4

7.6

A Statement of Total Recognised Gains and Losses has not been prepared, as all gains and losses are recognised in the Income Statement.

All items in the above Statement are derived from continuing operations. The Company has only one class of business and derives its income from investments made in shares, securities and bank deposits.

The total column of this Statement is the Profit and Loss Account of the Company.

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

 

 

Maven Income and Growth VCT PLC

Reconciliation of Movements in Shareholders' funds

Six months ended

31 August 2012

Six months ended

 31 August 2011

Year ended

29 February 2012

(unaudited)

(unaudited)

(audited)

£'000

£'000

£'000

Opening Shareholders' funds

26,662

24,964

24,964

Net return for period

2,213

763

3,010

Proceeds of share issue

1,188

912

912

Repurchase and cancellation of shares

-

(93)

(242)

Dividends paid - revenue

(288)

(398)

(792)

Dividends paid - capital

(1,153)

(994)

(1,190)

Closing Shareholders' funds

28,622

25,154

26,662

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

 

 

Maven Income and Growth VCT PLC

Balance Sheet

31 August

31 August

 29 February

2012

2011

 2012

(unaudited)

(unaudited)

(audited)

£'000

£'000

 £'000

Fixed assets

Investments at fair value through profit or loss

26,434

21,502

25,328

Current assets

Debtors

736

622

923

Cash and overnight deposits

2,119

3,241

1,074

2,855

3,863

1,997

Creditors

Amounts falling due within one year

667

211

663

Net current assets

2,188

3,652

1,334

Net assets

28,622

25,154

26,662

Capital and reserves

Called up share capital

4,117

3,957

3,927

Share premium account

2,140

1,142

1,142

Capital reserve - realised

(7,008)

(6,182)

(7,657)

Capital reserve - unrealised

1,022

(1,945)

1,308

Special distributable reserve

27,455

27,604

27,455

Capital redemption reserve

70

40

70

Revenue reserve

826

538

417

Net assets attributable to Equity Shareholders

28,622

25,154

26,662

Net asset value per Ordinary Share (pence)

69.5

63.6

67.9

 

The Financial Statements were approved and authorised for issue by the Board of Directors on 31 October 2012 and were signed on its behalf by:

 

John D W Pocock

Director

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

 

  

Maven Income and Growth VCT PLC

Cash Flow Statement

 

 

Six months

ended

31 August 2012

Six months

ended

31 August 2011

 

Year ended

29 February 2012

(unaudited)

(unaudited)

(audited)

£'000

£'000

£'000

Operating activities

Investment income received

1,212

785

1,141

Deposit interest received

1

7

12

Investment management fees paid

(755)

(317)

(397)

Secretarial fees paid

(30)

(30)

(60)

Directors' fees paid

(30)

(31)

(61)

Other cash payments

(72)

(72)

(108)

Net cash inflow from operating activities

326

 

342

527

 

Taxation

Corporation tax

-

-

(3)

-

-

(3)

 

Financial investment

Purchase of investments

(9,217)

(1,925)

(4,243)

Sale of investments

10,189

2,138

2,939

Net cash inflow/(outflow) from financial investment

972

 

213

 

(1,304)

 

Equity dividends paid

(1,441)

(1,392)

(1,982)

Net cash outflow before financing

(143)

 

(837)

(2,762)

 

Financing

Issue of Ordinary Shares

1,188

912

912

Repurchase of Ordinary Shares

-

-

(242)

Net cash inflow from financing

1,188

912

670

Increase/(decrease) in cash

1,045

75

(2,092)

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

 

 

Maven Income and Growth VCT PLC

 

Notes to the Financial Statements

 

1. Accounting policies

 

The financial information for the six months ended 31 August 2012 and the six months ended 31 August 2011 comprises non-statutory accounts within the meaning 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 2012, which have been filed at Companies House and which contained an Auditor's Report which was not qualified and did not contain a statement under S498(2) or S498(3) of the Companies Act 2006.

 

2. Movement in reserves

 

Share

premium account

Capital reserve - realised

Capital reserve - unrealised

Special distributable reserve

Capital redemption reserve

Revenue reserve

£'000

£'000

£'000

£'000

£'000

£'000

As at 29 February 2012

1,142

(7,657)

1,308

27,455

70

417

Gains on sales of investments

-

2,371

-

-

-

-

Net decrease in value of investments

-

-

(286)

-

-

-

Investment management fees

-

(611)

-

-

-

-

Dividends paid

 -

(1,153)

-

-

-

(288)

Tax effect of capital items

-

42

-

-

-

-

Share issue - 1 March 2012

626

-

-

-

-

-

Share issue - 5 April 2012

286

-

-

-

-

-

Share issue - 18 April 2012

86

-

-

-

-

-

Net return on ordinary activities after taxation

-

-

-

-

-

697

As at 31 August 2012

2,140

(7,008)

1,022

27,455

70

826

 

3. Returns per Ordinary Share

 

The returns per Ordinary Share are based on the following figures:

 

Six months ended

31 August 2012

Weighted average number of Ordinary Shares

41,008,674

Revenue return

£697,000

Capital return

£1,516,000

 

Directors' responsibility statement

 

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

 

·; the Financial Statements for the six months ended 31 August 2012 have been prepared in accordance with applicable accounting standards and with the Statement of Recommended Practice 'Financial Statements of Investment Trust Companies' issued in January 2009;

 

·; 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 2013; 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 has been calculated using the number of Ordinary Shares in issue at 31 August 2012 of 41,166,329.

 

A summary of investment changes for the six months under review and an investment portfolio summary as at 31 August 2012 are included above.

 

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, 9-13 St Andrew Street, London EC4A 3AF.

 

On behalf of the Board

Maven Capital Partners UK LLP

Secretary

31 October 2012

 

This information is provided by RNS
The company news service from the London Stock Exchange
 
END
 
 
IR WGGUGUUPPGAG
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