Half Yearly Results
*Thames Ventures VCT 2 plc*
*LEI: 21380035MV1VRYEXPR95*
*Half Yearly Results*
*21 December 2023*
*Financial Highlights*
*Unaudited*
*30 September 2023*
*pence* Unaudited
30 September 2022
pence Audited
31
March
2023
pence
*Ventures Share pool*
Net Asset Value per Ventures Share 50.1 68.5 59.4
Cumulative distributions 9.25 8.0 8.0
Total Return per Ventures Share 59.35 76.5 67.4
*Healthcare Share pool*
Net Asset Value per Healthcare Share 52.3 71.7 61.6
Cumulative distributions 10.0 8.75 8.75
Total Return per Healthcare Share 62.3 80.45 70.35
*AIM Share pool*
Net Asset Value per AIM Share 100.7 99.0 101.1
Cumulative distributions - - -
Total Return per AIM Share 100.7 99.0 101.1
*DSO D Share pool*
Net Asset Value per DSO D Share 2.7 2.6 2.6
Cumulative distributions 102.0 102.0 102.0
Adjusted for Performance Incentive estimate^*1* - - -
Total Return per DSO D Share 104.7 104.6 104.6
*DP67 Share pool*
Net Asset Value per DP67 Share 25.4 24.4 24.8
Cumulative distributions (since original launch) 67.8 67.8 67.8
Total Return per DP67 Share 93.2 92.2 92.6
1. Based on Total Return to Shareholders at 30 September 2023, no Performance Incentive is expected to become due to management.
Chairman’s Statement
*Introduction*
I present the Company’s unaudited Half-Yearly Financial Report for the six months ended 30 September 2023.
Following an eventful year ended 31 March 2023, with the main Investment Manager changing from Downing LLP to Foresight Group LLP, the six-month period ended 30 September 2023 has been more settled from a management perspective. However, performance during the period has been disappointing, with the UK investment environment continuing to remain challenging.
Although the UK has managed to avoid a recession so far, real GDP growth has been sluggish. Inflation has remained stubbornly high, which has led to a series of interest rate increases, albeit a recent sharp decline in UK inflation rates might provide a glimpse of hope. However, heightened nervousness in the financial markets and recent changes to banks’ capital adequacy rules are beginning to reduce the level of funding available for smaller businesses. Understandably, consumer and business confidence in the UK remains fragile, and this has been reflected in some of the portfolio performance for the six-month period ended 30 September 2023.
*Evergreen Share pool review*
*Ventures Share pool *
During the period, the Ventures Share pool made one follow-on investment of £0.2 million and received total exit proceeds of £2.2 million. This is against a backdrop of continuing challenges in the UK economy. The Ventures Share class Total Return stood at 59.35p as at 30 September 2023. This is a decrease of 8.05p or 11.9% in Total Return over the period, after adjusting for the dividend of 1.25p per Ventures Share, paid on 29 September 2023.
The NAV decrease over the period is predominantly driven by regulatory factors, with the VCT unable to participate in the recent funding round for Cornelis Networks Inc. due to restrictions resulting from the VCT rules around the gross assets test of the portfolio company. Limitless Limited also suffered due to the lead investor remaining on the UK sanctions list. As a result, both companies experienced valuation reductions in the period.
In June, we exited Imagen returning £1.7 million, with a further distribution of £138k received post period end. There was also a distribution of capital reserves following the sale of Maverick Pubs (Holdings) Limited real estate development company. The investment in Downing Strategic Micro-Cap Investment Trust plc fell in value during the period, broadly in line with the trend for small cap stocks.
A more detailed review of the Ventures Share pool is included in the Ventures Investment Manager’s Report on pages 5 to 8.
*Healthcare Share pool*
The Healthcare Share pool continues to be managed by Downing LLP, although we hope to move the management to Foresight in due course to align with the Ventures share pool. During the period, the Healthcare Share pool made one follow-on investment of £0.25 million in Cambridge Respiratory Innovations Limited (now trading as Tidal Sense). Proceeds of £0.4 million were generated from two exits completed in the period, DiA Imaging Analysis Limited and an immaterial partial sale of shares in listed company, GENinCode plc.
As at 30 September 2023, the Healthcare Share pool Total Return stood at 62.3p. This is a decrease of 8.05p or 11.4% in Total Return over the period, after adjusting for the dividend of 1.25p per Healthcare Share, paid on 29 September 2023.
The NAV decrease over the period is largely attributable to the fall in the valuation of the two companies which are marked to market: Arecor Therapeutics plc and GENinCode plc. Based on their quoted share prices as at 30 September 2023, Arecor and GENinCode showed unrealised valuation losses totalling £1.2 million for the period. Share market liquidity for both businesses is limited, amplifying the AIM market share price falls and volatility as the general economic climate deteriorates. Additionally, Congenica Limited has been written down to nil resulting in an unrealised valuation loss of £865,000. This is again driven by regulatory factors, with the VCT unable to participate in a funding round which closed following the period-end, materially impacting the Company’s position. The remaining investments in the Healthcare portfolio showed a net increase in valuation of £0.2 million for the period.
A more detailed review of the Healthcare Share pool is included in the Investment Manager’s Report on pages 9 to 10.
*AIM Share pool*
Downing continues to provide management services in respect of the AIM Share pool for an interim period.
At the period end, NAV stood at 100.7p. Total Return at 30 September 2023 stood at 100.7p per Share, a 0.4p or 0.4% decrease from 101.1p as at 31 March 2023.
The deal flow for VCT qualifying AIM raises has been disappointing as IPOs have dried up and market sentiment has not supported new fundraises, against a backdrop of deteriorating general economic conditions. However, the Manager continues to see all new qualifying secondary and imminent IPOs and is using this time to conduct enhanced due diligence on potential investments. There were no additions or disposals in the period.
*Planned Exit Share pools*
As with the AIM Share pool, Downing LLP continues to provide investment management services in respect of the investments held by the planned exit share pools.
*DSO D Share pool*
The exit from the two final assets in this Share pool completed during the period with £39,000 of liquidation proceeds received.
At the period end, NAV stood at 2.7p. Total Return at 30 September 2023 stood at 104.7p per Share, an increase of 0.1p or 0.1% from 104.6p as at 31 March 2023.
A more detailed review of the DSO D Share pool is included in the Investment Manager’s Report on pages 13 to 14.
*DP67 Share pool*
The DP67 Share pool holds two remaining investments of value. At the period end, NAV stood at 25.4p. Total Return at 30 September 2023 stood at 93.2p per Share, an increase of 0.6p or 0.6% from 92.6p as at 31 March 2023.
The DP67 Share pool has significant exposure to the hospitality sector and progress towards achieving an exit continues to be slow in the aftermath of the pandemic and a particularly challenging economic backdrop. Having said this, the portfolio is performing well and, for this reason, the Manager is hopeful that it will be able to secure exits in 2024, giving the market a chance to recover.
A more detailed review of the DP67 Share pool is included in the Investment Manager’s Report on pages 15 to 16.
*Dividends*
On 29 September 2023, the Company paid dividends in respect of the year ended 31 March 2023 of 1.25p per Ventures Share and 1.25p per Healthcare Share. This brings the total dividends paid to date on each of the Ventures and Healthcare Share pools, to 9.25p and 10.0p respectively.
Dividends in respect of the Ventures and Healthcare Share classes are paid once a year, typically in September. Both share classes target a dividend level of at least 4% of NAV per annum, but as I reported in the 31 March 2023 annual report, the final dividends paid in September 2023 were reduced from their normal levels, following a lower than expected fund raise last year. The Board continues to take a prudent view and be cautious with the Company’s uninvested funds.
For the DSO D Share pool, a final dividend will be declared shortly to return funds to Shareholders and the share pool will then be wound up in the coming months. For the DP67 Share pool, the next and final dividends will be declared once further realisations have taken place.
The AIM Share class has no target dividend and is unlikely to pay any dividend in these early years of its life.
*Special Administration of the Company’s Custodian of Quoted Assets*
Since March 2022, the Company has used IBP Markets Limited ("IBP") as custodian for its quoted investments, with exposure across the Ventures, Healthcare and AIM Share classes. Appointing a custodian is a requirement of the FCA, and IBP is an FCA authorised and regulated wholesale broker, providing custody services and access to equity and fixed income securities for non-retail clients (which includes the Company). On 13 October 2023, the FCA published a supervisory notice under section 55L(3)(a) of the Financial Services and Markets Act 2000, imposing certain restrictions on IBP. On the same date, IBP applied to the High Court and special administrators were appointed. The special administrators have yet to publish an estimated outcome statement and therefore the full impact is currently unknown. The Manager is actively collaborating with the special administrators to reach a resolution and will communicate with Shareholders when further information becomes available. Whilst this is being resolved, the Company is unable to trade on the quoted market.
The Manager is in regular dialogue with the special administrators. The outcome remains subject to change particularly as additional claims may be made on custody assets and client money and there remains a risk to the positions. However, considering the information made available to the Company at the date of this report, there is currently little indication that there will be a materially adverse impact to Shareholders with respect to the custody assets. The position with respect to client money remains to be determined, but total cash at IBP relates to the Healthcare Share pool and represented 0.2% of NAV as at 30 September.
*Share buybacks*
As noted in the most recent annual report, the Board does not expect to undertake share buybacks in the Ventures, Healthcare and AIM share pools for a period while discussions continue with the Manager as to how the Company can best achieve its objectives for Shareholders. We hope to be in a position to notify Shareholders of future plans shortly, once clarity is obtained on the IBP situation noted above.
As the focus for the two remaining Planned Exit Share pools is on returning funds to Shareholders via distributions, the Company will not undertake any further buybacks in respect of those share classes.
*Fundraising*
With the uncertainty brought about by the special administration of the custodian of the Company’s quoted stocks, we have not been in a position to launch a fundraise so far this year. Once clarity is achieved on the IBP situation (hopefully in the coming weeks), the Board will be able to consider options for fundraising and will communicate this with Shareholders.
*Sunset clause*
A “sunset clause” applies to the current approved scheme for EIS and VCT tax reliefs. This clause provides that income tax relief will expire on subscriptions made for VCT shares on or after 6 April 2025, unless the legislation is amended to make the scheme permanent, or the “sunset clause” is extended.
The Chancellor confirmed in the autumn statement that the government remains committed to ensuring early-stage, innovative companies have access to the investment they need to grow and develop. As a result it was announced on 22 November 2023 that the government will legislate to extend the Enterprise Investment Scheme (‘EIS’) and Venture Capital Trusts (‘VCT’) to 2035.
*Change of Company Secretary and Registered Office*
I am pleased to announce that Foresight Group LLP was appointed as Company Secretary effective from 12 September 2023, succeeding Grant Whitehouse. I would like to take this opportunity to thank Grant for his many years of dedication and service to the Company.
*Outlook*
Although there are now significant challenges for businesses in most sectors, the Board believes that young growth companies still have the ability to offer attractive rewards to investors. The Board hopes to see the Ventures investment team continue to leverage the full benefits of the regional office network and other resources of Foresight Group and to identify suitable new potential investments to further diversify the portfolios, while also closely monitoring and supporting the existing investments.
I look forward to updating all Shareholders in my statement with the Annual Report, which we expect to publish in July 2024.
*Sir Aubrey Brocklebank Bt.*
Chairman
21 December 2023
Investment Manager’s Report - Ventures Share Pool
*Introduction*
We present our review of the investment portfolio for the Ventures Share pool for the six months to 30 September 2023.
This Investment Manager’s Report is split into two sections comprising this overview and a review of the portfolio. Overview of Liquidity Investments within the Ventures Share class is detailed on page 6.
Where the Ventures Share pool has invested alongside the Healthcare Share pool, further valuation commentary can be found within the Investment Manager’s Report for the Healthcare Share pool, on page 9.
*Net Asset Value and results*
As at 30 September 2023, the NAV of a Ventures Share stood at 50.1p, a decrease of 8.05p from 31 March 2023, after adding back the dividend of 1.25p which was paid during the period.
The return on ordinary activities for the Ventures Share pool for the period was a loss of £4.3 million, comprising a revenue loss of £0.3 million and a capital loss of £4.0 million.
The Total Return to Shareholders as at 30 September 2023 was 59.35p.
*Portfolio Overview*
As at 30 September 2023, the Ventures Share pool held a portfolio of 34 ventures investments and one liquidity investment, with a total carrying value of £21.7 million.
*Portfolio Performance*
Overall, several larger valuation uplifts in the Ventures Share pool were outweighed by a number of valuation decreases during the period, resulting in a net valuation decrease of £4.1 million across the portfolio.
The carrying value of the liquidity investment has been adjusted to reflect its quoted price as at 30 September 2023. This resulted in a valuation decrease of £131,000 for the half-year period.
*Investment activity*
There was one investment made during the period. £0.2 million was invested into an existing portfolio company, *Cambridge Touch Technologies Limited*, a company developing pressure sensitive multi touch technology.
There were no investments made into new companies during the period, however, shortly after the period-end, £0.1 million was invested in a new company, *Inoviv Limited*. Inoviv has a long-term data play in drug discovery and trials, having developed novel precision biomarker technology which helps pharmaceutical customers run drug trials more efficiently. This investment will enable Inoviv to further accelerate their commercial plans, including facilitating the development of tests across more diseases.
*Exits*
There were three full exits in the period, being *Imagen Limited*, a Software as a Service (“SaaS”) video management platform which holds both current and archive footage for major sporting organisations and news outlets. The company was sold for initial cash consideration of £1.7 million at a gain over cost of £0.7 million. There is also £0.2 million of deferred consideration taking total proceeds to £1.9 million and a total gain over cost of £0.9 million.
There was also £450,000 received in relation to the exit of *Maverick Pubs (Holdings) Limited*. This was a distribution of capital reserves following the sale of this real estate development company. Maverick Pubs (Holdings) was seeking to build quality freehold pubs in and around London, however it was adversely impacted by the COVID pandemic, being forced to shut sites, and the subsequent impact of the UK economic downturn. Costs invested were £1.0 million, therefore losses realised were £550,000.
Finally, *Live Better With Limited* was formally dissolved on 25 July 2023.
*Portfolio valuation*
During the period, the portfolio of the Ventures Share pool decreased in value by a net movement of £3.8 million. Nine companies in the portfolio recorded a combined valuation gain of £1.0 million in the period. However this was offset by a number of companies reporting combined valuation losses totalling £4.8 million. This is driven by regulatory reasons in relation to Cornelis and Limitless (further detail below) and by the ongoing challenges for businesses operating in the UK with associated restriction on access to capital. The £1.0 million of uplift in valuation over the period is driven by the following investments.
*Carbice Limited* (£354,000), the developer of a suite of products based on its carbon material called Carbice Carbon which is primarily used as thermal management solutions to enable greater thermal conductivity, has continued to progress well during the period, with recurring revenues continuing to grow and continued progress on fundraising.
*FundingXchange Limited* (£353,000), an SME funding platform and B2B technology provider which enables online lending. After a challenging twelve months, this company has negotiated additional funding to deliver its growth plan. The valuation of this investment has therefore been uplifted to reflect this.
*Cambridge Touch Technologies Limited* (£116,000), a company developing pressure sensitive multi touch technology. The value of this investment was uplifted to reflect the valuation of the round which completed during the period.
Offsetting these valuation uplifts, are a number of valuation decreases across the portfolio.
*Cornelis Networks, Inc.* (£2.8 million) is a technology provider delivering purpose-built high-performance fabrics for High Performance Computing, Analytics and Artificial Intelligence to leading commercial, scientific, academic, and government organizations. The valuation decreased to reflect a funding round which closed in the period in which Thames Ventures VCT 2 Plc was unable to participate due to the company not meeting the gross assets test to be VCT-qualifying. Not participating led to a significant dilution of the Company’s stake which has been reflected in the movement in valuation.
*Limitless Limited* (£625,000), the developer of a crowdsourced customer service platform, was subject to a valuation reduction as a result of one of the co-investors being on the UK Sanctions List giving rise to a funding risk.
*Congenica Limited* (£605,000), has developed a genomics-based diagnostic decision support platform which helps doctors identify rare diseases in patients. This company is co-invested by the Ventures and Healthcare Share class. Further valuation commentary can be found within the Investment Manager’s Report for the Healthcare Share pool, on page 9.
*CommerceIQ Inc.* (£394,000), the pioneer in helping brands win on retail ecommerce channels. Their unified platform applies machine learning and automation across marketing, supply chain, and sales operations to help brands gain market share profitably. This valuation movement is simply a reflection of current market conditions. The company continues to perform well growing revenues during the period and supported by a very strong balance sheet.
There are a number of smaller valuation movements which partially offset one another for the half-year period, ultimately resulting in an additional net decrease in value of £243,000.
*Liquidity investments*
The Ventures Share pool holds one non-qualifying investment in Downing Strategic Micro-Cap Investment Trust plc (“DSM”). This decreased in value by £131,000 over the period. Whilst this is disappointing, it is broadly in line with market conditions, and the valuation decrease continues to narrow over the prior period.
*Outlook*
The six months to 30 September 2023 has experienced challenging market conditions, with inflation and global interest rates still high, which has had an inevitable impact on the portfolio.
Further to this, there have been a number of events impacting the valuation of investments in the Ventures portfolio which have been unavoidable, as noted with Cornelis Networks and Limitless above.
Despite this, we continue to see improved performance from certain more resilient portfolio companies and anticipate this will continue. Further to this, the economic situation has recently seen its first glimpse of hope with the UK’s annual inflation rate falling sharply in October, its lowest level for two years. This being said, we are cognisant that the market has been, and will continue to be, challenging for younger companies to use capital efficiently in order to generate growth. The portfolio companies that survive this economic turbulence may be better placed than beforehand, due to tighter cost and cash management.
We continue to add the skills and experience to our team that is suited to these ongoing market conditions in terms of supporting portfolio companies as well as converting new investment opportunities.
*Thames Ventures VCT Team*
*Foresight Group LLP*
21 December 2023
Review of Investments – Ventures Share Pool
The following investments were held at 30 September 2023:
*Cost as at *
*30 September 2023* *Valuation as at 30 September 2023* *Additions / (disposals) in period* *Valuation*
*movement*
*in period*
*% of*
*portfolio*
*Portfolio of investments* * £’000 * * £’000 * *£’000s* *£’000*
Virtual Class Limited (Third Space Learning) 1,053 2,088 - (111) 8.1%
Ayar Labs Inc 764 1,867 - 27 7.2%
Rated People Limited 1,582 1,743 - (78) 6.8%
Hackajob Limited 1,284 1,654 - (11) 6.4%
CommerceIQ Inc 1,749 1,337 - (394) 5.2%
Ecstase Limited (t/a ADAY) 1,000 1,000 - - 3.9%
Masters of Pie Limited 886 928 - 52 3.6%
Cambridge Touch Technologies Limited 1,159 921 200 116 3.6%
Trinny London Limited 219 897 - (37) 3.5%
Parsable Inc 766 764 - 11 3.0%
Carbice Corporation Inc 656 760 - 354 2.9%
Upp Technologies Group Limited 1,136 756 - (167) 2.9%
FVRVS Limited (t/a Fundamental VR) 787 678 - - 2.6%
FundingXchange Limited 1,050 629 - 353 2.4%
Arecor Therapeutics plc^ 418 625 - (197) 2.4%
Vivacity Labs Limited 493 490 - - 1.9%
Bulbshare Limited 249 449 - 22 1.7%
Maestro Media Limited 340 419 - - 1.6%
MIP Discovery Limited 300 300 - - 1.2%
DSTBTD Limited (Trading as Distributed) 275 275 - - 1.1%
Audioscenic Limited 200 200 - - 0.8%
Destiny Pharma plc^ 500 159 - 71 0.6%
Cornelis Networks Inc 1,402 115 - (2,759) 0.4%
Limitless Technology Limited 757 78 - (625) 0.3%
London City Shopping Centre Limited* 118 - - - 0.0%
Glisser Limited 200 - - - 0.0%
Odysian (Holdings) Limited 387 - - - 0.0%
Lineten Limited 400 - - - 0.0%
Congenica Limited 734 - - (605) 0.0%
Hummingbird Technologies Limited 750 - - - 0.0%
Channel Mum Limited 757 - - - 0.0%
Ormsborough Limited 900 - - - 0.0%
Empiribox Limited 1,563 - - - 0.0%
Lignia Wood Company Limited 1,778 - - - 0.0%
Imagen Limited - - (1,746) 43 0.0%
Maverick Pubs (Holdings) Limited - - (450) 6 0.0%
Live Better With Limited - - - - 0.0% *26,612* *19,132* *(1,996)* *(3,929)* *74.1%*
*Liquidity investment*
Downing Strategic Micro-Cap Investment Trust plc*^ 4,269 2,570 - (131) 10.0% *30,881* *21,702* *(1,996)* *(4,060)* *84.1%*
*Cash at bank and in hand* *4,105* *15.9%*
*Total investments * *25,807* *100.0%*
*non-qualifying investment
^listed and traded on the London Stock Exchange*Investment movements for the period ended 30 September 2023*
*Cost*
*Additions* * £’000 *
Cambridge Touch Technologies Limited *200* *200*
Cost Valuation at
31 March 2023 Proceeds Valuation movement in period *Realised gain/(loss)*
*Disposals* £’000 £’000 £’000 £’000 *£’000*
Imagen Limited 1,000 1,703 1,746 43 *746*
Maverick Pubs (Holdings) Limited 1,000 444 450 6 *(550)*
Live Better With Limited 1,211 - - - *(1,211)* *3,211* *2,147* *2,196* *49* *(1,015)*
Investment Manager’s Report – Healthcare Share Pool
1.
*Introduction*
We present a review of the investment portfolio and activity for the Healthcare Share pool over the six-month period to 30 September 2023. As noted earlier in this report, although Foresight Group is now the primary Investment Manager for the Company, Downing LLP continues to be the Investment Manager of the Healthcare Share pool.
*Net Asset Value and results*
As at 30 September 2023, the NAV of the Healthcare Shares stood at 52.3p per Share, a decrease of 8.05p per Share from 31 March 2023 after adding back the dividend of 1.25p which was paid during the period. The majority of the fall was from the decrease in the value of Congenica Limited and quoted investments in the portfolio.
The loss on ordinary activities for the Healthcare Share pool for the period was £2.0 million, comprising a revenue loss of £150,000 and a capital loss of £1.9 million. The Total Return to Healthcare Shareholders, as at 30 September 2023, was 62.3p per Share.
*Portfolio Overview*
As at 30 September 2023, the Healthcare Share pool held a portfolio of 13 ventures investments and one liquidity investment, with a combined value of £10.3 million.
The valuation movements during the period are discussed in more detail in the following sections of this Investment Manager’s Report.
*Portfolio Performance*
There were a number of valuation movements in the Healthcare ventures portfolio during the period, resulting in a net valuation decrease of £1.9 million.
The carrying value of the liquidity investment has been adjusted to reflect the quoted prices as at 30 September 2023. This resulted in a valuation decrease of £22,000 for the period.
*Investment activity*
During the period, £250,000 was invested in *Cambridge Respiratory Innovations Limited*, an existing portfolio company which provides AI-driven respiratory diagnostic and monitoring technologies.
*Exits*
*DiA Imaging Analysis Limited* was exited during the period returning £393,000 to the Company and we continue to recognise £103,000 of deferred consideration related to the exit.
A total of 234,676 *GENinCode plc* shares have been sold during the period, leaving 6,132,642 remaining at 30 September 2023. The remaining shares have experienced a decrease in value from £0.17 per share to £0.10 per share. The combined result is a fall in net valuation of £438,000. This is 75% off its 2021 high and representative of the malaise within small-cap healthcare stocks since 2021.
*Portfolio valuation*
There were a number of valuation movements within the portfolio over the period.
*Congenica Limited* is behind plan as a result of the slower than expected uptake of genomic sequencing and analysis as a routine part of healthcare. Post period-end, Congenica Limited secured funding which resulted in the Company’s position being materially impacted. The Company was unable to participate as Congenica Limited is no longer VCT-qualifying. As a result, the valuation of the holding has been written down to £nil, a reduction of £865,000 in the period.
*Arecor Therapeutics plc* is quoted on AIM and valued at £1.90 per share at 30 September 2023. This is a decrease of £0.60 per share over the period causing a fall in valuation of £724,000. The stock is 50% lower than its post-IPO highs in 2021. Despite this, we remain impressed by progress and expect upcoming clinical data to provide a platform for a substantial rerating.
Following the completion of the sale of *Adaptix Limited* to Avingtrans Plc, the VCT has now become a holder of Avingtrans Plc shares. The Avingtrans Plc shares are quoted on the AIM market and valued at £4.10 per share providing an uplift in valuation of £237,000 in the period.
*Destiny Pharma Plc*, which is listed on the AIM market, is valued at £0.50 per share at 30 September 2023. This is an increase of £0.23 per share over the period, which results in an uplift in valuation of £108,000. During the period both the chair and CEO were changed, and markets appear to have viewed this positively.
*Liquidity investments*
The Healthcare Share pool holds a non-qualifying investment in Downing Strategic Micro-Cap Investment Trust plc (“DSM”). This decreased in value by £22,000 over the period.
*Outlook*
The market environment for the small companies that make up the Healthcare portfolio continues to be challenging, putting pressure on both the ability to build investment rounds and the valuation of those rounds that do come together. There is no evidence of this changing as we enter 2024 and as a result, we are working closely with management teams and existing co-investors in the portfolio companies to ensure that sufficient capital is available to allow these companies to continue to grow.
*Downing LLP*
21 December 2023
Review of Investments – Healthcare Share Pool
The following investments were held at 30 September 2023:
*Cost as at *
*30 September 2023* *Valuation as at 30 September 2023* *Additions / (disposals) * *Valuation Movement in period*
*% of portfolio*
*Portfolio of investments* *£’000 * * £’000 * * £’000 * *£’000*
Arecor Therapeutics plc^ 1,533 2,291 - (724) 18.4%
Open Bionics Limited 1,000 1,428 - - 11.4%
FVRVS Limited (t/a Fundamental VR) 1,324 1,169 - - 9.4%
Cambridge Respiratory Innovations Limited 1,050 1,050 250 - 8.4%
Invizius Limited 927 998 - - 8.0%
Closed Loop Medicine Limited 650 650 - - 5.2%
GENinCode plc^ 1,158 583 (30) (438) 4.7%
The Electrospinning Company Limited 478 544 - - 4.4%
Qkine Limited 303 379 - - 3.0%
MIP Discovery Limited 300 300 - - 2.4%
Destiny Pharma plc^ 750 239 - 108 1.9%
Adaptix Limited 1,056 237 - 237 1.9%
Congenica Limited 1,184 - - (865) 0.0%
DiA Imaging Analysis Limited - - (393) (171) 0.0%
Live Better With Limited - - - - 0.0% *11,713* *9,868* *(173)* *(1,853)* *79.1%*
*Liquidity Investments*
Downing Strategic Micro-Cap Investment Trust plc*^ 729 439 - (22) 3.5% *12,442* *10,307* *(173)* *(1,875)* *82.6%*
*Cash at bank and in hand* *2,172* *17.4%*
*Total investments * *12,479* *100.0%*
*non-qualifying investment
^listed and traded on the London Stock Exchange
*Investment movements for the period ended 30 September 2023*
*Cost*
*Additions* * £’000 *
Cambridge Respiratory Innovations Limited *250* *250*
Cost Valuation at 31 March 2023 Proceeds Valuation movement in period *Realised gain/(loss)*
*Disposals* £’000 £’000 £’000 £’000 *£’000*
DiA Imaging Analysis 415 564 393 (171) *(22)*
GENinCode plc^ 44 39 30 (9) *(14)*
Live Better With Limited 1,106 - - - *(1,106)* *1,565* *603* *423* *(180)* *(1,142)*
^listed and traded on the London Stock Exchange
Investment Manager’s Report - AIM Share Pool
*Introduction *
Further to our report included in the Annual Report, there has been no new activity during the six -month period ended 30 September 2023. The AIM Share pool holds two investments in a money market and income fund, which were made to generate some yield on the Share pool’s assets while options on the longer-term deployment of the funds is being considered.
*Net Asset Value*
As at 30 September 2023, the NAV of an AIM Share stood at 100.7p, a small decrease of 0.4p as running costs slightly outweighed the yield on the investments over the period.
*Outlook *
As mentioned in the Chairman’s Statement, the AIM Share Class holds its two investments with the Company’s main custodian, IBP Markets Limited, where a special administrator has been appointed by the FCA to review the business and restrictions have been put in place on investment transactions. While this is ongoing, any Board decisions about the future strategy of the Share class have been put on hold. Currently VCT-qualifying opportunities in the AIM market remain limited and the share pool is very small. No new investments are being sought while the situation with the custodian persists and before conclusions on the future strategy have been reached.
*Downing LLP*
21 December 2023
Review of Investments – AIM Share PoolDP67
The following investments were held at 30 September 2023:
*Cost as at 30 September 2023* *Valuation as at 30 September 2023* *Additions / (disposals) * *Valuation movement in period*
*% of*
*portfolio*
*Portfolio of investments* * £’000* * £’000 * * £’000 * *£’000*
BlackRock Cash D Acc* 1,157 1,199 - 27 *43.7%*
Vanguard FTSE U.K. Equity Income Index Fund* 643 721 - - *26.3%* *1,800* *1,920* *-* *27* *70.0%*
*Cash at bank and in hand* *826* *30.0%*
*Total investments * *2,746* *100.0%*
*non qualifying investment
*Investment movements for the period ended 30 September 2023*
There were no additions or disposals during the period.
Investment Manager’s Report – DSO D Share Pool
*Introduction*
Proceeds from the two remaining investments in this Share Pool were received in the six-month period ended 30 September 2023. The focus is now on returning funds to DSO D Shareholders ahead of formally winding up the Share pool.
*Net Asset Value and results*
The Net Asset Value (“NAV”) per DSO D Share at 30 September 2023, stood at 2.7p, an increase from 2.6p at 31 March 2023.
Total Return stands at 104.7p per Share compared to initial cost to Shareholders, net of income tax relief, of 70.0p per Share.
The gain on ordinary activities after taxation for the period was £15,000, comprising a revenue loss of £7,000 and a capital gain of £22,000.
*Ventures investments *
As at 31 March 2023, the DSO D Share pool held two investments, Pearce and Saunders Limited and Pearce and Saunders DevCo Limited, with a total value of £16,000. The final pub was sold some time ago and an Insolvency Practitioner was appointed to distribute funds via a liquidation.
During the six-month period ended 30 September 2023, final distributions were made returning £39,000 in liquidation proceeds from Pearce & Saunders Limited. There were no further distributions from Pearce and Saunders DevCo Limited. Both investments have been treated as disposed at the period end.
*Outlook *
Having now realised the remaining investments in the DSO D Share pool, the focus is on returning funds to Shareholders ahead of formally winding up the Share pool. The process of completing this is underway and a final distribution will be paid to Shareholders in early 2024.
*Foresight Group LLP*
21 December 2023
Review of investments - DSO D Share Pool
The following investments were held at 30 September 2023:
*Cost as at 30 September 2023* *Valuation as at 30 September 2023* *Additions / (disposals) * *Valuation movement in period*
*% of*
*portfolio*
*Portfolio of **investments* * £’000* * £’000 * * £’000 * *£’000*
Pearce and Saunders Limited - - (39) 39 0.0%
Pearce and Saunders DevCo Limited* - - - (16) 0.0% *-* *-* *(39)* *23* *0.0%*
*Cash at bank and in hand* *167* *100.0%*
*Total investments * *167* *100.0%*
* non-qualifying investment
*Investment movements for the period ended 30 September 2023*
There were no additions during the period.
*Cost* *Valuation at 31 March 2023* * Proceeds* *Valuation movement in period* *Realised gain/(loss)*
*Disposals* *£’000* *£’000* * £’000* *£’000* *£’000*
Pearce & Saunders Ltd 255 - 39 39 *(216)*
Pearce and Saunders Devco Limited* 19 16 - (16) *(19)* *274* *16* *39* *23* *(235)*
* non-qualifying investment
Investment Manager’s Report - DP67 Share Pool
*Introduction*
The process of realising the investments and returning funds to DP67 Shareholders continues. The market remains challenging and therefore the process continues to be slow, especially with the remaining assets all in the hospitality sector.
*Net Asset Value and results*
The Net Asset Value (“NAV”) per DP67 Share at 30 September 2023 stood at 25.4p, an increase of 0.6p over the period. Total Return stands at 93.2p per DP67 Share, compared to initial cost to Shareholders, net of income tax relief, of 70.0p per Share.
The gain on ordinary activities after taxation for the period was £68,000, comprising a revenue gain of £77,000 and a capital loss of £9,000.
We continue to try to work towards achieving optimal returns for Shareholders from the remaining investments in the DP67 Share pool.
*Ventures investments *
As at 30 September 2023, the DP67 Share pool held a portfolio of two active investments, with a total value of £1.1 million.
*Portfolio activity*
During the six-month period ended 30 September 2023, Yamuna Renewables Limited was formally removed from the Share pool following the dissolution of the Company. This investment was held at £nil value.
There were no realisations during the period.
*Portfolio valuation*
The DP67 portfolio valuation was unchanged during the period.
*Cadbury House Holdings* is performing well but the current market for hotel and conference centre assets is subdued. Therefore, the Manager recognises that it is best to be patient in pursuit of a good valuation and cash realisation. The DP67 Share pool’s holding value of this investment as at 30 September 2023 is £0.8 million, in line with 31 March 2023 valuation, with interest accrued of £1.1 million, which is recognised in full. This has provided the Share pool with £97,000 of income during the six-month period ended 30 September 2023.
*Outlook*
The challenge continues to be achieving an exit from Cadbury House Holdings Limited at an acceptable valuation. We strongly believe it is in the best interests of Shareholders not to sell at undervalue even if this means the final exit takes longer, which is proving to be the case.
The process of placing Gatewales Limited into liquidation has begun and liquidation proceeds, equal to the holding value, are anticipated to be received once this is complete.
Final dividends will be paid once the remaining realisations have taken place.
*Foresight Group LLP*
21 December 2023
Review of Investments – DP67 Share PoolDP67
The following investments were held at 30 September 2023:
*Cost as at 30 September 2023* *Valuation as at 30 September 2023* *Additions / (disposals) * *Valuation movement in period*
*% of*
*portfolio*
*Portfolio of investments* * £’000* * £’000 * * £’000 * *£’000*
Cadbury House Holdings Ltd 1,409 791 - - 42.0%
Gatewales Limited* 344 344 - - 18.3%
London City Shopping Centre Limited^ 99 - - - 0.0%
Yamuna Renewables Limited - - - - 0.0% *1,852* *1,135* *-* *-* *60.3%*
*Cash at bank and in hand* *748* *39.7%*
*Total investments * *1,883* *100.0%*
*partially qualifying investment
^non qualifying investment
*Investment movements for the period ended 30 September 2023*
There were no additions during the period.
Cost Valuation at 31 March 2023 Proceeds Valuation movement in period *Realised gain/(loss)*
*Disposals* £’000 £’000 £’000 £’000 *£’000*
Yamuna Renewables Limited 400 - - - *(400)* *400* *-* *-* *-* *(400)*
Unaudited Income Statement
for the six months ended 30 September 2023
*Six months ended*
*30 Sep 2023* *Six months ended*
*30 Sep 2022* *Year*
*ended*
*31 Mar*
*2023* *Revenue* *Capital* *Total* Revenue Capital Total Total
*Company* *£’000* *£’000* *£’000* £’000 £’000 £’000 £’000
Income *120* *-* *120* 158 - 158 284
Losses on investments *-* *(5,621)* *(5,621)* - (17) (17) (6,307) *120* *(5,621)* *(5,501)* 158 (17) 141 (6,023)
Investment management fees *(262)* *(262)* *(524)* (168) (168) (336) (944)
Other expenses *(218)* *-* *(218)* (512) - (512) (689)
Loss on ordinary activities before tax *(360)* *(5,883)* *(6,243)* (522) (185) (707) (7,656)
Tax on total comprehensive income and ordinary activities *-* *-* *-* - - - -
Loss attributable to equity Shareholders, being total comprehensive income for the period *(360)* *(5,883)* *(6,243)* (522) (185) (707) (7,656)
*Basic and diluted return/(loss) per Share:*
Ventures Share *(0.5)p* *(7.6)p* *(8.1)p* (0.5)p 3.9p 3.4p (6.5)p
Healthcare Share *(0.7)p* *(7.9)p* *(8.6)p* (0.7)p (9.1)p (9.8)p (21.4)p
AIM Share *(0.9)p* *0.5p* *(0.4)p* (0.5)p (0.2)p (0.7)p 3.9p
DSO D Share *(0.1)p* *0.3p* *0.2p* 0.3p (0.3)p - (0.1)p
DP67 Share *0.7p* *(0.1)p* *0.6p* (1.4)p (1.0)p (2.4)p (2.0)p
A Statement of Total Recognised Gains and Losses has not been prepared as all gains and losses are recognised in the Income Statement as noted above.
Unaudited Income Statement
Analysed by Share pool
*for the six months ended 30 September 2023*
*Six months ended*
*30 Sep 2023* *Six months ended*
*30 Sep 2022* *Year*
*ended*
*31 Mar*
*2023* *Revenue* *Capital* *Total* Revenue Capital Total Total
*Ventures Share pool* *£’000* *£’000* *£’000* £’000 £’000 £’000 £’000
Income *23* *-* *23* 27 - 27 64
(Losses)/gains on investments *-* *(3,899)* *(3,899)* - 1,993 1,993 (2,401) *23* *(3,899)* *(3,876)* 27 1,993 2,020 (2,337)
Investment management fees *(151)* *(151)* *(302)* (95) (95) (190) (556)
Other expenses *(127)* *-* *(127)* (160) - (160) (280)
(Loss)/profit on ordinary activities before tax *(255)* *(4,050)* *(4,305)* (228) 1,898 1,670 (3,173)
Tax on total comprehensive income and ordinary activities *-* *-* *-* - - - -
(Loss)/profit attributable to equity Shareholders, being total comprehensive income for the period *(255)* *(4,050)* *(4,305)* (228) 1,898 1,670 (3,173)
*Six months ended*
*30 Sep 2023* *Six months ended*
*30 Sep 2022* *Year*
*ended*
*31 Mar*
*2023* *Revenue* *Capital* *Total* Revenue Capital Total Total
*Healthcare Share pool* *£’000* *£’000* *£’000* £’000 £’000 £’000 £’000
Income *-* *-* *-* - - - 4
Losses on investments *-* *(1,772)* *(1,772)* - (1,876) (1,876) (3,857) *-* *(1,772)* *(1,772)* - (1,876) (1,876) (3,853)
Investment management fees *(89)* *(89)* *(178)* (62) (62) (124) (322)
Other expenses *(61)* *-* *(61)* (85) - (85) (115)
Loss on ordinary activities before tax *(150)* *(1,861)* *(2,011)* (147) (1,938) (2,085) (4,290)
Tax on total comprehensive income and ordinary activities *-* *-* *-* - - - -
Loss attributable to equity Shareholders, being total comprehensive income for the period *(150)* *(1,861)* *(2,011)* (147) (1,938) (2,085) (4,290)
*Six months ended*
*30 Sep 2023* *Six months ended*
*30 Sep 2022* *Year*
*ended*
*31 Mar*
*2023* *Revenue* *Capital* *Total* *Revenue* *Capital* *Total* *Total*
*AIM Share pool* *£’000* *£’000* *£’000* *£’000* *£’000* *£’000* *£’000*
Income *-* *-* *-* - - - -
Gains on investments *-* *27* *27* - - - 93 *-* *27* *27* - - - 93
Investment management fees *(12)* *(12)* *(24)* (6) (6) (12) (36)
Other expenses *(13)* *-* *(13)* (8) - (8) (21)
Loss/(profit) on ordinary activities before tax *(25)* *15* *(10)* (14) (6) (20) 36
Tax on total comprehensive income and ordinary activities *-* *-* *-* - - - -
Loss/(profit) attributable to equity Shareholders, being total comprehensive income for the period *(25)* *15* *(10)* (14) (6) (20) 36
*Six months ended*
*30 Sep 2023* *Six months ended*
*30 Sep 2022* *Year*
*ended*
*31 Mar*
*2023* *Revenue* *Capital* *Total* Revenue Capital Total Total
*DSO D Share pool* *£’000* *£’000* *£’000* £’000 £’000 £’000 £’000
Income *-* *-* *-* 24 - 24 24
Gains/(losses) on investments *-* *23* *23* - (27) (27) (27) *-* *23* *23* 24 (27) (3) (3)
Investment management fees *(1)* *(1)* *(2)* - - - (2)
Other expenses *(6)* *-* *(6)* (1) - (1) (3)
(Loss)/profit on ordinary activities before tax *(7)* *22* *15* 23 (27) (4) (8)
Tax on total comprehensive income and ordinary activities *-* *-* *-* - - - -
(Loss)/profit attributable to equity Shareholders, being total comprehensive income for the period *(7)* *22* *15* 23 (27) (4) (8)
*Six months ended*
*30 Sep 2023* *Six months ended*
*30 Sep 2022* *Year*
*ended*
*31 Mar*
*2023* *Revenue* *Capital* *Total* *Revenue* *Capital* *Total* *Total*
*DP67 Share pool* *£’000* *£’000* *£’000* *£’000* *£’000* *£’000* *£’000*
Income *97* *-* *97* 107 - 107 192
Losses on investments *-* *-* *-* - (107) (107) (115) *97* *-* *97* 107 (107) - 77
Investment management fees *(9)* *(9)* *(18)* (5) (5) (10) (28)
Other expenses *(11)* *-* *(11)* (258) - (258) (270)
Profit/(loss) on ordinary activities before tax *77* *(9)* *68* (156) (112) (268) (221)
Tax on total comprehensive income and ordinary activities *-* *-* *-* - - - -
Profit/(loss) attributable to equity Shareholders, being total comprehensive income for the period *77* *(9)* *68* (156) (112) (268) (221)
Unaudited Balance Sheet
*as at 30 September 2023*
*Company number: 06789187*
*As at 30 September*
*2023* *As at 30 September*
*2022* *As at 31 *
*March*
*2023*
*Company Note* *£’000* *£’000* *£’000*
*Fixed assets*
Investments *10* *35,064* 48,181 43,157
*Current assets*
Debtors *2,270* 1,729 2,510
Cash at bank and in hand *8,018* 10,290 6,082 *10,288* 12,019 8,592
*Creditors:* amounts falling due within one year *(621)* (679) (1,214)
*Net current assets* *9,667* 11,340 7,378
*Net assets* *44,731* 59,521 50,535
*Capital and reserves*
Called up share capital *118* 120 117
Capital redemption reserve *4* 58 4
Special reserve *49,523* 21,904 50,483
Share premium account *1,398* 31,726 -
Funds held in respect of shares not yet allotted *-* 8 -
Revaluation reserve *(3,045)* 5,696 93
Capital reserve – realised *1,382* 3,943 4,127
Revenue reserve *(4,649)* (3,934) (4,289)
*Total equity Shareholders’ funds* *44,731* 59,521 50,535
*Basic and diluted Net Asset Value per Share:*
*Ventures Share* *50.1p* 68.5p 59.4p
*Healthcare Share* *52.3p* 71.7p 61.6p
*AIM Share* *100.7p* 99.0p 101.1p
*DSO D Share* *2.7p* 2.6p 2.6p
*DP67 Share * *25.4p* 24.4p 24.8p
At 30 September 2023, there was an inter-share debtor/creditor of £313,000, which has been eliminated on aggregation.
Unaudited Balance Sheet
Analysed by Share pool
*as at 30 September 2023*
*As at 30 September*
*2023* *As at 30 September*
*2022* *As at 31 *
*March*
*2023*
*Ventures Share pool* *£’000* *£’000* *£’000*
*Fixed assets*
Investments *21,702* 32,596 27,758
*Current assets*
Debtors *1,205* 523 925
Cash at bank and in hand *4,105* 4,910 3,430 *5,310* 5,433 4,355
*Creditors: amounts falling due within one year* *(365)* (288) (730)
*Net current assets* *4,945* 5,145 3,625
*Net assets* *26,647* 37,741 31,383
*Capital and reserves*
Called up share capital *67* 69 67
Capital redemption reserve *3* 58 3
Special reserve *31,373* 15,012 32,039
Share premium account *237* 19,901 -
Funds held in respect of shares not yet allotted *-* 1 -
Revaluation reserve *(1,830)* 4,443 1,170
Capital reserve – realised *613* 1,552 1,665
Revenue reserve *(3,816)* (3,295) (3,561)
*Total equity Shareholders’ funds* *26,647* 37,741 31,383
*As at 30 September 2023* *As at 30 September*
*2022* *As at 31 *
*March*
*2023*
*Healthcare Share pool* *£’000* *£’000* *£’000*
*Fixed assets*
Investments *10,307* 13,782 12,355
*Current assets*
Debtors *109* 10 455
Cash at bank and in hand *2,172* 2,596 860 *2,281* 2,606 1,315
*Creditors:* amounts falling due within one year *(280)* (212) (221)
*Net current assets* *2,001* 2,394 1,094
*Net assets* *12,308* 16,176 13,449
*Capital and reserves*
Called up share capital *29* 29 28
Capital redemption reserve *1* - 1
Special reserve *15,101* 6,877 15,395
Share premium account *1,161* 9,132 -
Funds held in respect of shares not yet allotted *-* 7 -
Revaluation reserve *(1,118)* 1,881 (295)
Capital reserve – realised *(859)* (18) 177
Revenue reserve *(2,007)* (1,732) (1,857)
*Total equity Shareholders’ funds* *12,308* 16,176 13,449
*AIM Share pool*
*Fixed assets*
Investments *1,920* - 1,893
*Current assets*
Debtors *1* 2 2
Cash at bank and in hand *826* 2,689 850 *827* 2,691 852
*Creditors:* amounts falling due within one year *(31)* (21) (19)
*Net current assets* *796* 2,670 833
*Net assets* *2,716* 2,670 2,726
*Capital and reserves*
Called up share capital *3* 3 3
Special reserve *2,673* - 2,673
Share premium account *-* (8) -
Funds held in respect of shares not yet allotted *-* 2,693 -
Revaluation reserve *120* - 93
Capital reserve – realised *(12)* - -
Revenue reserve *(68)* (18) (43)
*Total equity Shareholders’ funds* *2,716* 2,670 2,726
*As at 30 September*
*2023* *As at 30 September*
*2022* *As at 31 *
*March*
*2023*
*DSO D Share pool* *£’000* *£’000* *£’000*
*Fixed assets*
Investments *-* 16 16
*Current assets*
Debtors *64* 112 21
Cash at bank and in hand *167* 87 176 *231* 199 197
*Creditors:* amounts falling due within one year *(16)* (11) (13)
*Net current assets* *215* 188 184
*Net assets* *215* 204 200
*Capital and reserves*
Called up share capital *8* 8 8
Special reserve *422* 423 422
Revaluation reserve *-* (258) (258)
Capital reserve – realised *(214)* 22 22
Revenue reserve *(1)* 9 6
*Total equity Shareholders’ funds* *215* 204 200
*DP67 Share pool*
*Fixed assets*
Investments *1,135* 1,787 1,135
*Current assets*
Debtors *1,204* 1,082 1,107
Cash at bank and in hand *748* 8 766 *1,952* 1,090 1,873
*Creditors:* amounts falling due within one year *(242)* (147) (231)
*Net current assets* *1,710* 943 1,642
*Net assets* *2,845* 2,730 2,777
*Capital and reserves*
Called up share capital *11* 11 11
Special reserve *(46)* (400) (46)
Revaluation reserve *(217)* (370) (617)
Capital reserve – realised *1,854* 2,387 2,263
Revenue reserve *1,243* 1,102 1,166
*Total equity Shareholders’ funds* *2,845* 2,730 2,777
Statement of Changes in Equity
*for the six months ended 30 September 2023*
*Called*
*up*
*share*
*capital* *Capital*
*redemption*
*reserve* *Special*
*reserve* *Share*
*premium*
*account* *Funds held in respect of shares not yet allotted* *Revaluation*
*reserve* *Capital*
*reserve - realised* *Revenue*
*reserve* *Total*
*Company* *£’000* *£’000* *£’000* *£’000* *£’000* *£’000* *£’000* *£’000* *£’000*
*At 31 March 2022* *113* *58* *24,063* *29,284* *7* *6,995* *3,769* *(3,412)* *60,877*
Total comprehensive
income - - - - - (6,448) (331) (877) (7,656)
Transfer between reserves* - - (2,540) - - (454) 2,994 - -
Unallotted shares - - - - (7) - - - (7)
Transactions with owners
Dividend paid - - - - - - (2,305) - (2,305)
Cancellation of share premium - (58) 31,785 (31,727) - - - - -
Purchase of own shares (4) 4 (2,825) - - - - - (2,825)
Issue of shares 8 - - 2,500 - - - - 2,508
Share issue costs - - - (57) - - - - (57)
*At 31 March 2023* *117* *4* *50,483* *-* *-* *93* *4,127* *(4,289)* *50,535*
Total comprehensive income - - - - - (3,138) (2,745) (360) (6,243)
Transactions with owners
Dividend paid - - (960) - - - - - (960)
Issue of shares *1* - - 1,412 - - - - 1,413
Share issue costs - - - (14) - - - - (14)
*At 30 September 2023* *118* *4* *49,523* *1,398* *-* *(3,045)* *1,382* *(4,649)* *44,731*
* A transfer of £nil (year ended 31 March 2023: £454,000) representing previously recognised realised gains and losses on disposal of investments during the period has been made between the Revaluation Reserve and the Capital reserve - realised. A transfer of £nil (year ended 31 March 2023: £2,540,000) representing the total of: realised losses on the disposal of investments, cumulative impairment losses, capital expenses and capital dividends in the period, has been made between the Capital Reserve - realised and the Special reserve.
Unaudited Statement of Cash Flows
*for the six months ended 30 September 2023*
*Ventures*
*Share*
*pool* *Healthcare*
*Share*
*pool* *AIM*
*Share *
*pool* *DSO D Share *
*pool* *DP67 Share pool* *Total* *£’000* *£’000* *£’000* *£’000* *£’000* *£’000*
*Cash flow from operating activities*
(Loss)/return on ordinary activities before taxation (4,305) (2,011) (10) 15 68 (5,631)
Losses/(gains) on investments 3,899 1,772 (27) (23) - 5,009
(Decrease)/increase in creditors (365) 59 12 3 11 (280)
(Increase)/decrease in debtors (235) 6 1 (43) (97) (368)
*Net cash outflow from operating activities* *(1,006)* *(174)* *(24)* *(48)* *(18)* *(1,270)*
Corporation tax paid - - - - - -
*Net cash outflow generated from operating activities* *(1,006)* *(174)* *(24)* *(48)* *(18)* *(1,270)*
*Cash flow from investing activities*
Purchase of investments (200) - - - - (200)
Proceeds from disposal of investments 2,196 423 - 39 - 2,658
Proceeds from deferred consideration 114 195 - - - 309
*Net cash inflow from investing activities* *2,110* *618* *-* *39* *-* *2,767*
*Net cash inflow/(outflow) before financing* *1,104* *444* *(24)* *(9)* *(18)* *1,497*
*Cash flows from financing activities*
Issue of share capital 237 1,176 - - - 1,413
Cost of issue of share capital - (14) - - - (14)
Equity dividends paid (666) (294) - - - (960)
*Net cash (outflow)/inflow from financing activities* *(429)* *868* *-* *-* *-* *439*
*Net change in cash* *675* *1,312* *(24)* *(9)* *(18)* *1,936*
*Cash and cash equivalents at start of the year* *3,430* *860* *850* *176* *766* *6,082*
*Cash and cash equivalents at end of the year* *4,105* *2,172* *826* *167* *748* *8,018*
*Cash and cash equivalents comprise*
Cash at bank and in hand 4,105 2,172 826 167 748 8,018
*Total cash and cash equivalents* *4,105* *2,172* *826* *167* *748* *8,018*
Unaudited Statement of Cash Flows
*for the six months ended 30 September 2022*
*Ventures*
*Share *
*pool* *Healthcare Share *
*pool* *AIM Share pool* *DSO D*
*Share*
*pool* *DP67*
*Share*
*pool* *Total* *£’000* *£’000* *£’000* *£’000* *£’000* *£’000*
*Cash flows from operating activities*
Return/(loss) on ordinary activities before taxation 1,670 (2,085) (20) (4) (268) (707)
(Gains)/losses on investments (1,993) 1,876 - 27 107 17
(Decrease)/increase in creditors (202) (98) - (9) 23 (286)
Decrease/(increase) in debtors 1,278 623 602 (51) 136 2,588
*Net cash inflow/(outflow) from operating activities* *753* *316* *582* *(37)* *(2)* *1,612*
Corporation tax paid - - - - - -
*Net cash inflow/(outflow) from operating activities* *753* *316* *582* *(37)* *(2)* *1,612*
*Cash flow from investing activities*
Purchase of investments (3,457) (805) - - - (4,262)
Proceeds from disposal of investments 4,113 1,092 - - - 5,205
*Net cash inflow from investing activities* *656* *287* *-* *-* *-* *943*
*Net cash inflow/(outflow) before financing* *1,409* *603* *582* *(37)* *(2)* *2,555*
*Cash flows from financing activities*
Repurchase of shares (551) (243) - - - (794)
Issue of share capital 1,276 552 678 - - 2,506
Cost of issue of share capital (28) (12) (17) - - (57)
Funds held in respect of shares not yet allotted (1) 2 - - - 1
Equity dividends paid (1,516) (789) - - - (2,305)
*Net cash (outflow)/inflow from financing activities* *(820)* *(490)* *661* *-* *-* *(649)*
*Net change in cash* *589* *113* *1,243* *(37)* *(2)* *1,906*
*Cash and cash equivalents at start of the year* *4,321* *2,483* *1,446* *124* *10* *8,384*
*Cash and cash equivalents at end of the year* *4,910* *2,596* *2,689* *87* *8* *10,290*
*Cash and cash equivalents comprise*
Cash at bank and in hand 4,910 2,596 2,689 87 8 10,290
*Total cash and cash equivalents* *4,910* *2,596* *2,689* *87* *8* *10,290*
Notes to the Unaudited Financial Statements
*1. **General Information*
Thames Ventures VCT 2 plc (“the Company”) is a Venture Capital Trust established under the legislation introduced in the Finance Act 1995 and is domiciled in the United Kingdom and incorporated in England and Wales.
*2. **Basis of accounting*
The unaudited half-yearly financial results cover the six months to 30 September 2023 and have been prepared in accordance with the accounting policies set out in the statutory accounts for the year ended 31 March 2023, which were prepared in accordance with the Financial Reporting Standard 102 (“FRS 102”) and the Statement of Recommended Practice “Financial Statements of Investment Trust Companies” issued in July 2022 (“SORP”).
*3. *The Company has only one class of business and derives its income from investments made in shares, securities and bank deposits.*4. *The comparative figures are in respect of the six months ended 30 September 2022 and the year ended 31 March 2023 respectively.*5. *Net Asset Value per share at the period end has been calculated on the number of shares in issue at the period end as follows:
Ventures Shares* 53,236,858
Healthcare Shares* 23,555,015
AIM Shares 2,695,803
DSO D Shares 7,867,247
DP67 Shares 11,192,136
*Excludes Management Shares
*6. *Return per share for the period has been calculated on the weighted average number of shares in issue in the period as follows:
Ventures Shares* 53,223,619
Healthcare Shares* 23,479,184
AIM Shares 2,695,803
DSO D Shares 7,867,247
DP67 Shares 11,192,136
*Excludes Management Shares
*7. *The unaudited financial statements set out herein do not constitute statutory accounts within the meaning of Section 434 of the Companies Act 2006 and have not been delivered to the Registrar of Companies.*8. **Dividends*
*Six months ended 30 September 2023* *Pence per Share* *Revenue*
*£’000* *Capital*
*£’000* *Total*
*£’000*
*Ventures Shares*
*Paid* - 666 666
Final (year ended 31 March 2023) 1.25 - 666 666
*Healthcare Shares*
*Paid* - 294 294
Final (year ended 31 March 2023) 1.25 - 294 294
*9. **Reserves* *30 Sep 2023* *30 Sep 2022* *31 Mar *
*2023* *£’000* *£’000* *£’000*
Capital redemption reserve 4 58 4
Special reserve 49,523 21,904 50,483
Share premium account 1,398 31,726 -
Funds held in respect of shares not yet allotted - 8 -
Revaluation reserve (3,045) 5,696 93
Capital reserve – realised 1,382 3,943 4,127
Revenue reserve (4,649) (3,934) (4,289) *44,613* *59,401* *50,418*
The Revenue reserve, Special reserve and Capital reserve - realised are distributable reserves and are reduced by revaluation losses of £17.4 million. Distributable reserves at 30 September 2023 were £28.8 million.
*10. **Fixed assets – investments*
*Liquidity*
*investments* *Quoted VC investments* *Unquoted VC investments*
*Total* *£’000* *£’000* *£’000* *£’000*
Opening cost at 1 April 2023 6,798 4,403 40,774 51,975
Unrealised (losses)/gains at 1 April 2023 (1,743) 704 906 (133)
Unrealised foreign exchange gains at 1 April 2023 - - 226 226
Realised losses arising on permanent fair value change at 1 April 2023 - - (8,911) (8,911)
*Opening fair value at 1 April 2023* *5,055* *5,107* *32,995* *43,157*
*Movements in the period:*
Purchased at cost - - 450 450
Disposals – proceeds - (30) (2,628) (2,658) – realised losses on disposals^* - (14) (2,778) (2,792)
Unrealised foreign exchange gains - - 59 59
Unrealised losses^* (126) (1,166) (1,860) (3,152)
*Closing value at 30 Sept 2023* *4,929* *3,897* *26,238* *35,064*
Closing cost at 30 Sept 2023 6,798 4,359 35,818 46,975
Unrealised losses at 30 Sept 2023 (1,869) (462) (3,672) (6,003)
Unrealised foreign exchange gains at 30 Sept 2023 - - 285 285
Realised losses a