TIDMMAV4 TIDMMAVC
RNS Number : 4248Q
Maven Income & Growth VCT 4 PLC
29 August 2014
Maven Income and Growth VCT 4 PLC
Interim Results for the Six Months Ended 30 June 2014
(Unaudited)
The Directors announce the unaudited interim results for the six
months ended 30 June 2014.
Highlights
-- NAV total return of 128.85p per Ordinary Share at 30 June
2014, up from 127.90p at 31 December 2013;
-- NAV at period end of 96.90p per Ordinary Share after payment
of the final dividend of 2.65p;
-- Four new investments added to the portfolio; and
-- Increased interim dividend declared of 2.10p per Ordinary Share (2013:2.00p).
Interim Review
Overview
The continuing objective for your Company is to achieve long
term capital appreciation and generate maintainable levels of
income for Shareholders, by investing in a diversified portfolio of
later-stage private businesses and AIM/ISDX quoted companies with
established revenue streams and strong growth potential. During the
six month period to 30 June 2014, a combination of valuation
uplifts, investment returns and realisation proceeds has resulted
in a further increase in NAV total return, to 128.85p per Ordinary
Share.
During the reporting period the Maven team has continued to
source suitable investment opportunities in profitable UK
businesses, and the asset base now includes 50 private companies,
the majority of which are trading in line with or ahead of plan,
and paying a regular yield. This revenue is an important component
in your Company's ability to sustain an attractive level of
tax-free distributions to Shareholders, and consequently your Board
is pleased to declare an increased interim dividend of 2.10p per
Ordinary Share at the half-year.
Several significant new private companies were added to the
portfolio during the six month period. In February 2014, Maven
supported the management buy-out of SPS (EU) from 4imprint Group
and, in March 2014, an investment was completed in London
headquartered ISN Solutions Group, an IT support and services
business. In the following month, Maven supported the
buy-in/management buy-out of Forfar based RMEC Group, and just
prior to the period end led a secondary buy-out of Just Trays from
Gresham Private Equity. Drawdowns also commenced on the committed
first ranking secured mezzanine loan to Maven Capital
(Llandudno).
Dividends
The Board has declared an interim dividend of 2.10p per Ordinary
Share, comprising 1.00p of revenue and 1.10p of capital, to be paid
on 26 September 2014 to Shareholders on the Register at 5 September
2014. After receipt of the interim dividend, Ordinary Shareholders
who invested in the Company at the outset will have received 34.05p
per share in tax-free dividends. The effect of paying the dividend
will be to reduce the NAV of the Company by the total cost of the
distribution.
Portfolio Developments
The private equity portfolio has generally performed well, and a
number of companies, including several of the most recent
investments, are performing ahead of plan and already becoming
valuable assets for your Company. Following the initial investment
in December 2013, additional funding has been provided to D Mack to
develop its range of passenger car tyres. The company's profile has
been boosted by very strong performances at the 2014 World Rally
Championship events.
Maven Co-invest Exodus, which is invested in Six Degrees Group,
was established in 2011 to implement a buy & build strategy for
the group, which has now completed 13 acquisitions in the
telecommunications and IT sectors. The company is a broad based
telecommunications business centred on the converging of mobile,
fixed-line, broadband, internet and IT technology businesses, and
delivered annual sales of GBP51.5 million for the year ended 31
March 2013.
A follow-on investment was made in Glacier Energy Services
Group, an oil & gas service business headquartered in Aberdeen
that is focused on growth within its core UK market. This
investment funded the acquisition of Professional Testing Services,
a business which provides a comprehensive range of non-destructive
testing services to the oil & gas and renewable sectors.
In light of current trading your Board has taken the prudent
step of reducing the valuation of the legacy holdings in Networks
by Wireless and Higher Nature acquired under the merger with Ortus
VCT PLC.
New Investments
During the period your Company participated in four new private
equity transactions, alongside follow-on investments supporting the
development of existing portfolio companies.
-- SPS (EU), the UK's market leading supplier of branded
promotional merchandise, operating from a modern, well invested
site in Blackpool. The company is well placed to expand by
developing new products in an improving economy;
-- ISN Solutions Group, a business headquartered in London
providing consultancy, project management and outsourced IT
services to a niche client base in the upstream exploration and
production oil & gas sector;
-- RMEC Group, a specialist provider of engineering solutions
and pressure control equipment to the oil & gas industry;
and
-- Just Trays, the UK's leading manufacturer of shower trays and
related accessories, with all product design, development and
production undertaken at its main facility in Leeds.
The following investments have been completed during the
period:
Investment
cost
GBP'000 GBP'000
Investment Date Sector Ordinary C Website
Shares Ordinary
Shares
--------------------------- ------------ -------------------- --------- ---------- -----------------------
Unlisted
December Automobiles
D Mack Limited 2013 & parts 209 27 www.dmacktyres.com
Glacier Energy February Oil equipment - www.glacier.co.uk
Services Group 2014 services 188
Limited
ISN Solutions Group Software &
Limited March 2014 computer services 348 55 www.isnsolutions.co.uk
JT Holdings (UK)
Limited (trading Household
as Just Trays) June 2014 goods & textiles 448 75 www.just-trays.co.uk
Kelvinlea Limited June 2014 Real estate 96 - No website available
Maven Capital (Llandudno) February Real estate No website available
LLP 2014 243 -
Maven Capital (Telfer
House) LLP April 2014 Real estate 780 119 No website available
RMEC Group Limited April 2014 Oil & Gas 398 65 www.rmecltd.co.uk
February
SPS (EU) Limited 2014 Support services 517 129 www.spseu.com
--------------------------- ------------ -------------------- --------- ---------- -----------------------
Total unlisted
investment 3,227 470
--------------------------------------------------------------- --------- ---------- -----------------------
Listed fixed income
Treasury Bill 16 February UK Government 1,998 -
June 2014 2014
Treasury Bill 15
September 2014 May 2014 UK Government 2,999 500
--------------------------- ------------ -------------------- --------- ---------- -----------------------
Total listed fixed
income
investment 4,997 500
--------------------------------------------------------------- --------- ---------- -----------------------
Total investment 8,224 970
--------------------------------------------------------------- --------- ---------- -----------------------
At the period end, the combined Ordinary and C Share portfolios
included 65 unlisted and quoted investments at a total cost of
GBP23.6 million.
Realisations
The mezzanine loan provided to Tuscola (FC100) was repaid in
full during May 2014, and in the following month your existing
portfolio company Kelvinlea acquired Moriond in a transaction that
will create synergies in the marketing process as the remaining
residential properties held by both companies are sold.
The Manager is currently engaged with several investee companies
and prospective acquirers at various stages of a potential exit
process. This realisation activity reflects the increasing maturity
of a number of holdings, but it should be noted that there can be
no certainty that these discussions will lead to profitable
sales.
The table below gives details of all realisations during the
reporting period:
Ordinary Shares C Ordinary Shares
Cost Cost
of of
Year Complete/ shares Sales Realised shares Sales Realised
first partial disposed proceeds gain/(loss) disposed Proceeds gain/(loss)
invested exit of GBP'000 GBP'000 of GBP'000 GBP'000
GBP'000 GBP'000
------------------------ ----------- ------------ ---------- ---------- ------------- ---------- ---------- -------------
Unlisted
Attraction World
Holdings
Limited 2010 Partial 28 45 17 - - -
Ensco 969 Limited
(trading
as DPP) 2013 Partial 70 70 - - - -
Kelvinlea Limited 2013 Partial 79 79 - - - -
Maven Capital (Telfer
House)
LLP 2014 Complete 780 784 4 119 120 1
Moriond Limited 2011 Complete 42 79 37 - - -
Torridon (Gibraltar)
Limited
(formerly Torridon
Capital
Limited)(1) 2010 Partial 97 92 (5) - - -
Tuscola (FC100) Limited
(previously Grangeford
(FC100)
Limited) 2012 Complete 400 400 - - - -
Westway Services
Holdings
(2010) Limited(1) 2009 Partial 68 60 (8) - - -
Total unlisted disposals 1,564 1,609 45 119 120 1
--------------------------------------------------- ---------- ---------- ------------- ---------- ---------- -------------
Quoted
Brookwell Limited 2008 Partial - 4 4 - - -
esure Group PLC 2010 Partial - 30 30 - - -
Hasgrove PLC 2006 Partial 5 3 (2) - - -
Plastics Capital PLC 2007 Partial 26 34 8 - - -
Vectura PLC 2004 Partial - - - 28 49 21
Total quoted disposals 31 71 40 28 49 21
--------------------------------------------------- ---------- ---------- ------------- ---------- ---------- -------------
Listed fixed income
Treasury Bill 24 March
2014 2013 Complete 3,499 3,500 1 750 750 -
Treasury Bill 16 June
2014 2014 Complete 1,998 2,000 2 - - -
Total listed fixed income
disposals 5,497 5,500 3 750 750 -
--------------------------------------------------- ---------- ---------- ------------- ---------- ---------- -------------
Total disposals 7,092 7,180 88 897 919 22
--------------------------------------------------- ---------- ---------- ------------- ---------- ---------- -------------
(1)Proceeds exclude yield payments and redemption premiums
received, which are disclosed as revenue for financial reporting
purposes.
The table above includes the redemption of loan notes by a
number of investee companies.
Material Developments Since the Period End
Since 30 June 2014, two follow-on investments have been
completed in existing portfolio companies and one new private
company asset has been added to the portfolio. In August 2014, a
new investment was completed in Crawford Scientific Holdings, a
leading supplier of chromatography products and services to
blue-chip clients and laboratories across the UK, Europe and the
US. The business will look to expand through organic growth and by
making strategic bolt-on acquisitions.
Principal Risks and Uncertainties
The principal risks and uncertainties facing the Company were
set out in full in the Strategic Report contained within the 2013
Annual Report, and are the risks associated with investment in
small and medium sized unlisted and AIM/ISDX quoted companies,
which by their nature, entail a higher level of risk and lower
liquidity than investments in large quoted companies. The valuation
of investee companies may be affected by economic conditions and
the credit environment, and other risks include 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 your Board and
monitored continually by the Manager, and the Board has confirmed
that all tests, including the criteria for VCT qualifying status,
continue to be met.
As a Scottish registered Company it is acknowledged that there
is uncertainty in relation to the referendum on Scottish
independence due to take place on 18 September 2014. A number of
investee businesses are located in Scotland, whilst the Manager is
registered in England, and the Board considers that should the vote
be in favour of independence, there will be a transition period
during which there will be an opportunity to assess the impact and
take any appropriate action.
Fund Raising
In September 2013, the Company announced that it planned to
raise up to GBP4 million in a joint Offer for Subscription
alongside the other Maven VCTs. The first allotment under the Offer
took place on 3 February 2014 when 2,432,334 new Ordinary Shares
were issued, and a further allotment of 1,292,767 new Ordinary
Shares took place on 5 April 2014. The Offer was fully subscribed
by 4 April 2014, and closed on 5 April 2014 in relation to the tax
year 2013/14. In consideration of certain provisions contained
within The Finance Bill 2014, which could have had adverse tax
consequences for the Company and its Shareholders, the Board
decided to postpone the issue of new shares under the Offer in
respect of the 2014/15 tax year until there was certainty that the
allotments could take place without contravening the new rules. HM
Treasury has now clarified the operation of the proposed changes to
regulations, and the Offer was subsequently closed on 30 May 2014,
with a final allotment of 548,108 new Ordinary Shares taking place
on 1 July 2014, using the over-allotment facility set out in the
Prospectus.
The Company may use the money raised under the Offer to pay
dividends and general running costs, thereby preserving for
investment purposes an equivalent sum of more valuable 'old money'
which operates under more advantageous VCT regulations. The
proceeds of the Offer will also provide additional liquidity for
the Company to make further later stage investments, and enable it
to spread its costs over a larger asset base to the benefit of all
Shareholders.
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 be
bought back at prices representing a discount of up to 15% per
Ordinary Share, and up to 20% per C Ordinary Share, to the
prevailing NAV per share. During the period under review, 545,000
Ordinary Shares were bought back at a cost of GBP469,000.
Share Consolidation
The Company completed a merger with Ortus VCT PLC on 3 April
2013, details of which were contained in a shareholder circular and
prospectus dated 1 March 2013. It was agreed that the common assets
be merged into the Ordinary Share pool and, in view of the
disproportionately high value of several of the legacy Ortus VCT
PLC investments, that these be segregated into a new C Share pool,
which would be managed separately for a period of up to two years.
The C Shares would then be consolidated into the Ordinary Shares on
a relative net asset basis (as provided for in the Articles of
Association as amended at the time of the merger). As the C Shares
pool investments have been materially realised and the proceeds
reinvested alongside the Ordinary Shares pool, the Board has
decided to accelerate the consolidation of the C Shares into the
Ordinary Shares and create a single class of shares. It is the
intention to undertake the share consolidation shortly.
VCT Regulatory Developments
The AIFM Directive came into force on 21 July 2011 and was
implemented within the UK on 22 July 2013. The Board and the
Manager have engaged legal advisers to ensure that the impact of
the legislation has been considered fully, and the Directors have
taken the decision to register Maven Income and Growth VCT 4 PLC as
a self-managed small registered AIFM. This will enable the Company
to take advantage of the reduced reporting requirements and avoid
the direct and indirect costs of appointing a depositary. The
Company was registered on 22 July 2014; governance and procedures
are in place to ensure compliance with the Directive.
The Association of Investment Companies (AIC) has participated
in a consultation process to ensure the Government's continued
long-term support for the VCT sector by addressing concerns from HM
Treasury that enhanced share buy-back (EBB) schemes conflict with
the public policy objectives of VCTs. Whilst the buy-back and
cancellation of shares will continue to be permitted, EBBs are now
prohibited.
HM Treasury had published draft legislation to address its
concerns about the use of share premium accounts to return capital
to investors, which will prevent VCTs returning capital within
three years of the accounting period in which the shares were
issued. These changes are effective from 6 April 2014 but, as the
provisions may have affected the ability to pay dividends out of
reserves created from the reduction of share premium or capital
where the VCT had issued shares of the same class before and after
5 April 2014, the AIC sought clarification on this matter. HMRC has
confirmed that the new rule will apply only in respect of returns
of capital from shares issued on or after 6 April 2014, and the
draft legislation was amended prior to receiving Royal Assent in
July 2014.
Distribution of Annual and Interim Reports
The Board is aware that a number of Shareholders have expressed
an interest in receiving notification, by post or e-mail, that
documents, including annual and interim reports, are available on
the Company's website as an alternative to receiving hard copies by
post. The ability to do so is provided for under the Articles of
Association. A letter of request is included with this Interim
Report for Shareholders to complete and return to confirm whether
or not they wish to take advantage of this facility. It should be
noted that the option to receive hard copies of documents will
still be available. However, should no letter of request be
received advising to the contrary, Shareholders will be deemed as
having given their consent to receiving only postal notifications
that documents are available on the website. This will result in a
significant cost saving for your Company.
Dividend Reinvestment Scheme
The Directors intend to implement an optional Dividend
Reinvestment Scheme through which Shareholders may elect to have
their entitlement to dividend payments used to apply for additional
Ordinary Shares issued by the Company under the standing authority
conferred by Shareholders at the Annual General Meeting held on 14
May 2014. Details of the scheme and an application form will be
issued in advance of the payment of the final dividend for the year
ending 31 December 2014.
Outlook
Your Company will continue to focus on investing at attractive
entry values in established UK businesses that are capable of
generating income and have significant potential for capital
appreciation. The Board and the Manager believe this strategy
continues to be the optimal approach to support a progressive
dividend programme and to deliver consistent growth in Shareholder
value.
Directors' Responsibility Statement
The Directors confirm that, to the best of their knowledge:
-- the Financial Statements for the six months ended 30 June
2014 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 31 December 2014; 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.
On behalf of the Board
Maven Capital Partners UK LLP
Secretary
29 August 2014
Summary of Investment Changes (Ordinary Shares)
For the Six Months Ended 30 June 2014
Valuation Net investment/ Appreciation/ Valuation
31 December (disinvestment) (depreciation) 30 June 2014
2013
GBP'000 % GBP'000 GBP'000 GBP'000 %
Unlisted investments
Equities 8,070 31.8 394 478 8,942 32.0
Preference
shares 3 - - - 3 -
Loan stock 12,305 48.6 1,224 (229) 13,300 47.5
------------ ------ ----------------- ---------------- -------- ------
20,378 80.4 1,618 249 22,245 79.5
AIM/ISDX investments
Equities 260 1.0 (41) 18 237 0.8
Listed investments
Equities 50 0.2 (30) 5 25 0.1
Fixed income 3,497 13.8 (503) 3 2,997 10.7
------------ ------ ----------------- ---------------- -------- ------
Total investments 24,185 95.4 1,044 275 25,504 91.1
Other net assets 1,155 4.6 1,323 - 2,478 8.9
Total assets 25,340 100.0 2,367 275 27,982 100.0
------------ ------ ----------------- ---------------- -------- ------
Summary of Investment Changes (C Ordinary Shares)
For the Six Months Ended 30 June 2014
Valuation Net investment/ Appreciation/ Valuation
31 December (disinvestment) (depreciation) 30 June 2014
2013
GBP'000 % GBP'000 GBP'000 GBP'000 %
Unlisted investments
Equities 1,363 37.5 93 (454) 1,002 34.1
Preference
shares 623 17.2 257 (196) 684 23.3
-------- ------ ----------------- ---------------- -------- ------
Loan stock 1,986 54.7 350 (650) 1,686 57.4
AIM/ISDX investments
Equities 398 11.0 (49) (8) 341 11.6
Listed investments
Fixed income 749 20.6 (250) 1 500 17.0
-------- ------ ----------------- ---------------- -------- ------
Total investments 3,133 86.3 51 (657) 2,527 86.0
Other net assets 498 13.7 (86) - 412 14.0
Total assets 3,631 100.0 (35) (657) 2,939 100.0
-------- ------ ----------------- ---------------- -------- ------
Investment Portfolio Summary
As at 30 June 2014
Ordinary Shares C Ordinary Shares
% of
equity
held
Valuation Cost % of Valuation Cost % of % of equity by other
total total
Investment GBP'000 GBP'000 assets GBP'000 GBP'000 assets held clients(1)
--------------------- ------------ -------- -------- ------------ -------- -------- -------------- -----------
Unlisted
Torridon (Gibraltar)
Limited
(formerly Torridon
Capital
Limited) 1,853 682 6.7 - - - 3.7 36.3
Maven Co-invest
Exodus
Limited Partnership
and
Tosca Penta Exodus
Mezzanine
Limited Partnership
(invested
in Six Degrees
Group)(2) 1,827 895 6.6 - - - 4.0 8.5
Ensco 969 Limited
(trading
as DPP) 1,217 1,217 4.3 - - - 4.6 29.9
Glacier Energy
Services
Group Limited 1,141 957 4.1 - - - 3.7 23.9
HCS Control Systems
Group
Limited (previously
Burray
Capital Limited) 836 836 3.0 - - - 7.8 32.5
Intercede (Scotland)
1
Limited (trading as
EFC) 792 338 2.8 - - - 2.9 25.6
CatTech
International
Limited 792 498 2.8 - - - 4.8 25.3
Nenplas Holdings
Limited 727 488 2.6 - - - 4.0 28.5
Manor Retailing
Limited 600 600 2.1 125 125 4.3 11.7 38.1
Richfield
Engineering
Services
Limited 600 600 2.1 125 125 4.3 11.7 38.1
Search Commerce
Limited 600 600 2.1 125 125 4.3 11.7 38.1
Lambert Contracts
Holdings
Limited 664 664 2.4 59 59 2.0 12.3 52.4
Lemac No. 1 Limited
(trading
as John McGavigan) 701 698 2.5 - - - 9.1 27.7
Venmar Limited
(trading
as XPD8 Solutions) 651 651 2.3 - - - 6.0 29.0
R&M Engineering
Group Limited 648 648 2.3 - - - 8.7 61.9
SPS (EU) Limited 517 517 1.8 129 129 4.4 6.5 36.0
Camwatch Limited 632 998 2.3 - - - 4.6 38.3
Lab M Holdings
Limited - - - 600 404 20.4 17.6 -
Vodat Communications
Group
Limited 592 592 2.1 - - - 6.9 34.9
Steminic Limited
(trading
as MSIS) 554 322 2.0 - - - 4.3 31.5
TC Communications
Holdings
Limited 554 777 2.0 - - - 8.1 21.9
JT Holdings (UK)
Limited
(trading as Just
Trays) 448 448 1.6 75 75 2.6 5.7 24.3
D Mack Limited 445 445 1.6 57 57 1.9 4.9 25.1
Flexlife Group
Limited 482 482 1.7 - - - 1.9 12.7
RMEC Group Limited 398 398 1.4 65 65 2.2 3.5 54.7
ISN Solutions Group
Limited 348 348 1.2 55 55 1.9 4.6 50.4
LCL Hose Limited
(trading
as Dantec Hose) 398 398 1.4 - - - 7.1 22.9
Westway Services
Holdings
(2010) Limited 393 174 1.4 - - - 3.3 18.7
Adler & Allan
Holdings
Limited 391 280 1.4 - - - 1.0 5.6
CHS Engineering
Services
Limited 379 399 1.4 - - - 4.2 19.1
Maven Capital
(Claremont
House) Limited 284 284 1.0 71 71 2.4 11.9 88.1
Kelvinlea Limited 302 302 1.1 - - - 13.1 36.9
Space Student Living
Limited 294 236 1.1 - - - 11.6 74.4
Attraction World
Holdings
Limited 278 98 1.0 - - - 6.2 32.2
Maven Capital
(Llandudno)
LLP 243 243 0.9 - - - - -
Lawrence Recycling
and
Waste Management
Limited 219 854 0.8 - - - 8.4 53.6
Higher Nature
Limited - - - 200 600 6.7 11.2 -
Martel Instruments
Holdings
Limited 190 227 0.7 - - - 4.2 40.0
Claven Holdings
Limited 150 88 0.5 - - - 10.2 39.9
Maven Co-invest
Endeavour
Limited Partnership
(invested
in Global Risk
Partners
Limited)(2) 102 102 0.4 - - - 4.3 95.7
Other unlisted
investments 3 911 - - 450 -
--------------------- ------------ -------- -------- ------------ -------- -------- -------------- -----------
Total unlisted
investments 22,245 20,295 79.5 1,686 2,340 57.4
--------------------- ------------ -------- -------- ------------ -------- -------- -------------- -----------
Quoted
Vectura Group PLC - - - 169 115 5.7 - 0.1
Plastics Capital PLC 115 85 0.4 - - - 0.4 1.7
Chime Communications
PLC 91 56 0.4 - - - - -
Angle PLC - - - 86 61 2.9 0.2 -
OMG PLC - - - 61 80 2.1 0.2 -
Deltex Medical Group
PLC - - - 25 33 0.9 0.1 -
esure Group PLC 24 - 0.1 - - - - -
Work Group PLC 12 151 - - - - 0.7 2.5
Brookwell Limited 10 21 - - - - - -
Hasgrove PLC 4 12 - - - - 0.1 0.5
Other quoted
investments 6 372 - - - -
--------------------- ------------ -------- -------- ------------ -------- -------- -------------- -----------
Total quoted
investments 262 697 0.9 341 289 11.6
--------------------- ------------ -------- -------- ------------ -------- -------- -------------- -----------
Listed fixed income
Treasury Bill 15
September
2014 2,997 2,999 10.7 500 500 17.0
Total investments 25,504 23,991 91.1 2,527 3,129 86.0
--------------------- ------------ -------- -------- ------------ -------- -------- -------------- -----------
(1)Other Clients of Maven Capital Partners UK LLP
(2)These investments are 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 2014
Ordinary Shares C Ordinary Shares TOTAL
(unaudited) (unaudited)
Revenue Capital Total Revenue Capital Total Revenue Capital Total
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
---------------------------- -------- -------- -------- -------- -------- -------- -------- -------- --------
Gains/(losses) on
investments - 275 275 - (657) (657) - (382) (382)
Income from investments 560 - 560 31 - 31 591 - 591
Investment management fees (84) (335) (419) (9) (37) (46) (93) (372) (465)
Other expenses (131) - (131) (20) - (20) (151) - (151)
---------------------------- -------- -------- -------- -------- -------- -------- -------- -------- --------
Net Return on ordinary
activities
before taxation 345 (60) 285 2 (694) (692) 347 (754) (407)
Tax on ordinary activities (33) 33 - - - - (33) 33 -
---------------------------- -------- -------- -------- -------- -------- -------- -------- -------- --------
Return attributable to
equity
shareholders 312 (27) 285 2 (694) (692) 314 (721) (407)
---------------------------- -------- -------- -------- -------- -------- -------- -------- -------- --------
Earnings per share (pence) 1.1 (0.1) 1.0 - (17.9) (17.9) 1.1 (18.0) (16.9)
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.
Reconciliation of movements
in Shareholders' Funds
For the six months ended 30
June 2014
Ordinary C Ordinary Total
Shares Shares
(unaudited) (unaudited)
GBP'000 GBP'000 GBP'000
----------------------------- ------------- ------------- --------
Opening Shareholders' funds 25,340 3,631 28,971
Net Return for year 285 (692) (407)
Net proceeds of share issue 3,599 - 3,599
Repurchase and cancellation
of shares (469) - (469)
Dividends paid - revenue (190) - (190)
Dividends paid - capital (583) - (583)
Closing Shareholders' funds 27,982 2,939 30,921
----------------------------- ------------- ------------- --------
The accompanying notes are an integral part of the financial
statements.
Income Statement
For the six months ended
30 June 2013
Ordinary Shares C Ordinary Shares TOTAL
(unaudited) (unaudited)
Revenue Capital Total Revenue Capital Total Revenue Capital Total
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
---------------------------- -------- -------- -------- -------- -------- -------- -------- -------- --------
Gains/(losses) on
investments - 907 907 - (43) (43) - 864 864
Income from investments 389 - 389 5 - 5 394 - 394
Investment management fees (78) (311) (389) (5) (19) (24) (83) (330) (413)
Other expenses (132) - (132) (11) - (11) (143) - (143)
---------------------------- -------- -------- -------- -------- -------- -------- -------- -------- --------
Net Return on ordinary
activities
before taxation 179 596 775 (11) (62) (73) 168 534 702
Tax on ordinary activities (16) 16 - - - - (16) 16 -
---------------------------- -------- -------- -------- -------- -------- -------- -------- -------- --------
Return attributable to
Equity
shareholders 163 612 775 (11) (62) (73) 152 550 702
Earnings per share (pence) 0.9 3.5 4.4 (0.6) (3.2) (3.8) 0.3 0.3 0.6
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.
Reconciliation of movements
in Shareholders' Funds
For the six months ended 30
June 2013
Ordinary C Ordinary S Ordinary Total
Shares Shares Shares
(unaudited) (unaudited) (unaudited)
GBP'000 GBP'000 GBP'000 GBP'000
-------------------------------- ------------- ------------- ------------- --------
Opening Shareholders' funds 8,990 - 5,877 14,867
S Ordinary share consolidation
to Ordinary 5,877 - (5,877) -
Net Return for year 775 (73) - 702
Issue of new Ordinary shares 6,272 - - 6,272
Issue of new C Ordinary shares - 3,969 - 3,969
Net proceeds of share issue 4,171 - - 4,171
Repurchase and cancellation
of shares (174) (95) - (269)
Dividends paid - revenue (161) - - (161)
Dividends paid - capital (183) - - (183)
-------------------------------- ------------- ------------- ------------- --------
Closing Shareholders' funds 25,567 3,801 - 29,368
-------------------------------- ------------- ------------- ------------- --------
The accompanying notes are an integral part of the financial
statements.
Income Statement
For the year ended 31 December
2013
Ordinary Shares C Ordinary Shares TOTAL
(audited) (audited)
Revenue Capital Total Revenue Capital Total Revenue Capital Total
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
------------------------- -------- -------- -------- -------- -------- -------- -------- -------- --------
Gains/(losses) on
investments - 1,808 1,808 - (120) (120) - 1,688 1,688
Income from investments 1,041 - 1,041 18 - 18 1,059 - 1,059
Investment management
fees (188) (753) (941) (20) (84) (104) (208) (837) (1,045)
Other expenses (358) - (358) (37) - (37) (395) - (395)
-------------------------- -------- -------- -------- -------- -------- -------- -------- -------- --------
Net return on ordinary
activities
before taxation 495 1,055 1,550 (39) (204) (243) 456 851 1,307
Tax on ordinary
activities (95) 95 - - - - (95) 95 -
-------------------------- -------- -------- -------- -------- -------- -------- -------- -------- --------
Return attributable to
equity
shareholders 400 1,150 1,150 (39) (204) (243) 361 946 1,307
-------------------------- -------- -------- -------- -------- -------- -------- -------- -------- --------
Earnings per share
(pence) 1.8 5.3 7.1 (1.0) (5.2) (6.2) 0.8 0.1 0.9
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.
Reconciliation of Movements in Shareholders'
Funds
For the year ended 31 December 2013
Ordinary C Ordinary S Ordinary Total
Shares Shares Shares
(audited) (audited) (audited)
GBP'000 GBP'000 GBP'000 GBP'000
Opening Shareholders'
funds 8,990 - 5,877 14,867
S Ordinary Share consolidation
to Ordinary 5,877 - (5,877) -
Net Return for year 1,550 (243) - 1,307
Issue of new Ordinary
Shares 6,272 - - 6,272
Issue of new C Ordinary
Shares - 3,969 - 3,969
Net proceeds of share
issue 4,169 - - 4,169
Merger Costs (29) - - (29)
Repurchase and cancellation
of shares (621) (95) - (716)
Dividends paid - revenue (423) - - (423)
Dividends paid - capital (445) - - (445)
-------------------------------- ----------- ----------- ----------- --------
Closing Shareholders'
funds 25,340 3,631 - 28,971
-------------------------------- ----------- ----------- ----------- --------
The accompanying notes are an integral part of the financial
statements.
Balance Sheet
As At 30 June 2014
30 June 2014 30 June 2013 31 December 2013
(unaudited) (unaudited) (audited)
Ordinary C Ord Ordinary C Ord Ordinary C Ord
Shares Shares Total Shares Shares Total Shares Shares Total
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
Fixed assets
Investments at fair
value
through profit or
loss 25,504 2,527 28,031 24,378 3,697 28,075 24,185 3,133 27,318
Current assets
Debtors 551 195 746 420 9 429 467 214 681
Cash and overnight
deposits 2,043 238 2,281 1,035 98 1,133 963 291 1,254
--------------------- --------- -------- -------- --------- -------- -------- --------- -------- --------
2,594 433 3,027 1,455 107 1,562 1,430 505 1,935
Creditors: amounts
falling
due within one year (116) (21) (137) (266) (3) (269) (275) (7) (282)
--------------------- --------- -------- -------- --------- -------- -------- --------- -------- --------
Net current
assets 2,478 412 2,890 1,293 104 1,293 1,155 498 1,653
--------------------- --------- -------- -------- --------- -------- -------- --------- -------- --------
Total net
assets 27,982 2,939 30,921 29,368 3,801 29,368 25,340 3,631 28,971
--------------------- --------- -------- -------- --------- -------- -------- --------- -------- --------
Capital and reserves
Called up share
capital 2,887 386 3,273 2,621 386 3,007 2,569 386 2,955
Share premium
account 13,577 3,572 17,149 10,381 3,572 13,953 10,350 3,572 13,922
Capital reserve -
realised (920) (296) (1,216) 890 (114) 776 (123) (281) (404)
Capital reserve -
unrealised 1,512 (602) 910 36 (43) (7) 1,325 77 1,402
Distributable
reserve 10,122 (95) 10,027 11,038 - 11,038 10,591 (95) 10,496
Capital redemption
reserve 173 11 184 67 11 78 119 11 130
Revenue reserve 631 (37) 594 534 (11) 523 509 (39) 470
--------------------- --------- -------- -------- --------- -------- -------- --------- -------- --------
Net assets
attributable
to Ordinary
Shareholders 27,982 2,939 30,921 25,567 3,801 29,368 25,340 3,631 28,971
Net asset value per
Ordinary
Share (pence) 96.9 76.1 97.6 98.4 98.6 94.0
--------------------- --------- -------- -------- --------- -------- -------- --------- -------- --------
The Financial Statements were approved by the Board of Directors
on 29 August 2014 and were signed on its behalf by:
I D Cormack
Chairman
The accompanying notes are an integral part of the financial
statements.
Cash Flow Statement
For the six months
ended
30 June 2014
Six months to 30 Six months to Year to 31 December
June 2014 30 June 2013 2013
(unaudited) (unaudited) (audited)
Ordinary C Ord Ordinary C Ord Ordinary C Ord
Shares Shares Total Shares Shares Total Shares Shares Total
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
---------------------- --------- -------- -------- --------- --------- --------- --------- -------- ---------
Operating activities
Investment income
received 493 31 524 338 (2) 336 946 3 949
Deposit interest
received 2 - 2 - - - 2 - 2
Investment management
fees
paid (564) (46) (610) (258) (24) (282) (744) (104) (848)
Secretarial fees paid (40) (6) (46) (42) (4) (46) (80) (11) (91)
Directors' fees paid (34) (5) (39) (36) (4) (40) (68) (10) (78)
Other cash
payments/receipts (90) 24 (66) (3) (2) (5) (215) (208) (423)
---------------------- --------- -------- -------- --------- --------- --------- --------- -------- ---------
Net cash outflow from
operating
activities (233) (2) (235) (1) (36) (37) (161) (330) (491)
Taxation
Corporation Tax - - - - - - (4) - (4)
---------------------- --------- -------- -------- --------- --------- --------- --------- -------- ---------
Financial investment
Purchase of
investments (8,224) (970) (9,194) (17,852) (3,740) (21,592) (22,367) (1,407) (23,774)
Sale of investments 7,180 919 8,099 7,631 - 7,631 17,797 1,459 19,256
---------------------- --------- -------- -------- --------- --------- --------- --------- -------- ---------
Net cash
(outflow)/inflow
from financial
investment (1,044) (51) (1,095) (10,221) (3,740) (13,961) (4,570) 52 (4,518)
Equity dividends paid (773) - (773) (344) - (344) (868) - (868)
---------------------- --------- -------- -------- --------- --------- --------- --------- -------- ---------
Net cash outflow
before
financing (2,050) (53) (2,103) (10,566) (3,776) (14,342) (5,603) (278) (5,881)
Financing
Issue of Ordinary
Shares 3,599 - 3,599 10,443 3,969 14,412 4,169 - 4,169
Net cash balance
acquired
from merger - - - - - - 1,686 664 2,350
Repurchase of
Ordinary
Shares (469) - (469) (174) (95) (269) (621) (95) (716)
Net cash inflow from
financing 3,130 - 3,130 10,269 3,874 14,143 5,234 569 5,803
---------------------- --------- -------- -------- --------- --------- --------- --------- -------- ---------
Increase/(decrease)
in
cash 1,080 (53) 1,027 (297) 98 (199) (369) 291 (78)
---------------------- --------- -------- -------- --------- --------- --------- --------- -------- ---------
The accompanying notes are an integral part of the financial
statements.
Notes to the Financial
Statements
For the Six Months Ended
30 June 2014
1. Accounting Policies
The financial information for the six months ended 30 June 2014
and the six months ended 30 June 2013 comprises non-statutory
accounts within the meaning of section 435 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 2013, which have been filed at Companies House and
which contained an Auditors' 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 Capital Capital Capital
premium reserves reserves Distributable redemption Revenue
account realised unrealised reserve reserve reserve
ORDINARY SHARES GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
------------------------------- -------- --------- ----------- -------------- ----------- -------------
At 1 January 2014 10,350 (123) 1,325 10,591 119 509
Gains on sales of investments - 88 - - - -
Net increase in value - - 187 - - -
of investments
Investment management - (335) - - - -
fees
Dividends paid - (583) - - - (190)
Tax effect of capital - 33 - - - -
items
Share Issue - 2014 3,227 - - - - -
Repurchase and cancellation
of shares - - - (469) 54 -
Net return on ordinary
activities after taxation - - - - - 312
------------------------------------ -------- --------- ----------- -------------- ----------- -------------
At 30 June 2014 13,577 (920) 1,512 10,122 173 631
------------------------------------ -------- --------- ----------- -------------- ----------- -------------
Movement in reserves
Share Capital Capital Capital
premium reserves reserves Distributable redemption Revenue
account realised unrealised reserve reserve reserve
C ORDINARY SHARES GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
------------------------------- -------- --------- ----------- -------------- ----------- -------------
At 1 January 2014 3,572 (281) 77 (95) 11 (39)
Gains on sales of investments - 22 - - - -
Net decrease in value - - (679) - - -
of investments
Investment management - (37) - - - -
fees
Dividends paid - - - - - -
Tax effect of capital - - - - - -
terms
Repurchase and cancellation - - - - - -
of shares
Net return on ordinary
activities after taxation - - - - - 2
------------------------------------ -------- --------- ----------- -------------- ----------- -------------
At 30 June 2014 3,572 (296) (602) (95) 11 (37)
------------------------------------ -------- --------- ----------- -------------- ----------- -------------
Total Reserves 17,149 (1,216) 910 10,027 184 594
------------------------------------ -------- --------- ----------- -------------- ----------- -------------
3. Return per ordinary share
Six months ended
ORDINARY SHARES 30 June 2014
The returns per share have been based
on the following figures:
Weighted average number
of Ordinary shares 28,098,205
Revenue Return GBP312,000
Capital Return (GBP27,000)
------------------------------- -------- --------- ----------- -------------- ----------- -------------
Total Return GBP285,000
------------------------------- -------- --------- ----------- -------------- ----------- -------------
C ORDINARY SHARES
The returns per share have been based
on the following figures:
Weighted average number
of C Ordinary shares 3,863,876
Revenue Return GBP2,000
Capital Return (GBP694,000)
------------------------------------ -------- --------- ----------- -------------- ----------- -------------
Total Return (GBP692,000)
------------------------------------ -------- --------- ----------- -------------- ----------- -------------
Other information
Copies of this announcement will be available to the public at
the registered office of the Company, Kintyre House, 205 West
George Street, Glasgow G2 2LW, on the Company's website at
www.mavencp.com/migvct4, and at the National Storage Mechanism.
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 included in or forms part of this announcement.
By Order of the Board
Maven Capital Partners UK LLP, Secretary
29 August 2014
ENDS
This information is provided by RNS
The company news service from the London Stock Exchange
END
IR UKRNRSSAWUAR
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