TIDMBOOK
RNS Number : 5243G
Literacy Capital PLC
16 November 2022
The information contained in this announcement is restricted and
is not for publication, release or distribution in the United
States of America, any member state of the European Economic Area,
Canada, Australia, Japan or the Republic of South Africa.
16 November 2022
Literacy Capital plc ("Literacy Capital" or the "Company")
Literacy Capital Interim Results
Focus on helping to build great businesses to generate superior
returns
Literacy Capital, the closed-end investment company, is pleased
to report its unaudited interim results for the six months ended 30
September 2022.
Performance highlights
-- NAV per ordinary share of 384.9p
o Net assets of GBP231.0m, an increase in net assets of 20.3%(1)
in the six months to 30 September 2022
-- Portfolio companies enjoying strong trading momentum, with
active assistance from the Literacy Capital team to accelerate
growth
o Portfolio contains significant exposure to profitable, cash
flow positive businesses delivering strong growth, with 70% revenue
growth and 49% EBITDA growth on a weighted average basis amongst
the buyout investments within Literacy Capital's top 10
holdings
o Since listing, BOOK has continued its focus and deployment of
capital on these types of investments, with earlier stage, more
risky growth capital investments declining to just 7.5% of gross
assets on 30 September 2022 (from 15% a year earlier)
-- Significant activity and value creation initiatives across the portfolio companies
o Completed two new platform investments in the period, as well
as several small bolt-on acquisitions on behalf of our portfolio
companies
o Have helped to build and strengthen the management teams of a
number of portfolio companies through several senior hires
-- Reduced cash drag and increasing maturity of investments
improving the rate of NAV growth, whilst retaining flexibility to
make further investments with RCP facility
o More than 100% of net assets invested with the cohort of more
recent investments also contributing positively and meaningfully,
more quickly than the successful 2018 investments
o Cash proceeds received by BOOK in the six months consisted of
GBP472k from private equity fund distributions. More cash expected
to be realised from several portfolio companies in the next few
months to generate more capital for redeployment into new
opportunities
-- Increasing charitable donations, helping disadvantaged
children across the UK get a fair chance
o GBP1,147k of charitable donation provided for in H1 2021, up
47% on the same period in FY21, in line with growth in NAV
o Total donations now exceed GBP5.0m since inception of Literacy
Capital
Performance to 30 September 2022
% total return 3 months 6 months 1 year 3 years Since Inception
BOOK Net asset value +11.3% +20.3% +56.9% +273.8% +327.7%
------------------------- --------- --------- -------- -------- ----------------
BOOK Share Price (3.0)% +30.6% +33.8% n/a n/a
------------------------- --------- --------- -------- -------- ----------------
FTSE Investment Company
Index (1.2)% (12.5)% (17.0)% +13.7% +25.4%
FTSE All-Share Index (4.5)% (10.1)% (7.3)% (7.3)% (8.8)%
Comparison to prior periods
At 30 September 2022 At 31 March 2022
Net asset value GBP231.0m GBP192.0m
=========================== ===================== =================
NAV per ordinary share(1) 384.9p 320.0p
=========================== ===================== =================
Six months to 30 September Six months to 30 September
2022 2021
Capital invested GBP12.8m GBP5.7m
-------------------- --------------------------- ---------------------------
Cash realised GBP0.5m GBP2.7m
-------------------- --------------------------- ---------------------------
Charitable donation GBP1,147k GBP779k
provision
(1) The NAV at 31 March 2022 contained certain deferred tax
liabilities that the Company does now not expect to pay following
it receiving investment trust status on 1 April 2022. For
comparability, these deferred tax liabilities have been removed
from the NAV at 31 March 2022
Richard Pindar, CEO of the Investment Manager and Director of
Literacy Capital plc, commented:
"We are pleased to report that the BOOK portfolio has continued
to trade strongly, resulting in an NAV uplift of more than 20% in
the past six months.
"A significant aspect of our success has been the composition of
the portfolio, where we continue to focus BOOK's capital on the
buyout of profitable private businesses, rather than investments
into earlier stage, growth capital or venture investments. We feel
this significant exposure to strongly growing, profitable
businesses positions BOOK's portfolio nicely for future
periods.
"Whilst we remain very aware of wider macroeconomic, we are
confident that the businesses in our portfolio will remain
resilient to these challenges and are well managed and positioned
robustly to navigate and prosper in these conditions."
Enquiries
For further information, please contact:
Literacy Capital plc / Literacy Capital Asset Management
LLP:
Richard Pindar / Tom Vernon +44 (0) 20 3960 0280
MHP Communications:
Reg Hoare / Ollie Hoare / Matthew Taylor +44 (0) 20 3128 8276
Singer Capital Markets Securities Limited:
Robert Peel / Amanda Gray +44 (0) 20 7496 3000
About Literacy Capital:
Literacy Capital (BOOK.L) is a closed-end investment company
launched in 2017 by Paul and Richard Pindar and listed on the
London Stock Exchange's main market in 2021. The Company focuses on
opportunities to invest for the long-term in growing private
businesses where a clear route to creating additional value. It
also has a unique charitable objective to donate 0.9% of annual NAV
to charities focused on improving UK literacy in children. More
than GBP5 million has been donated or reserved for donation to
charities since the trust's creation in 2017. For more information,
please visit our website: www.literacycapital.com.
Website:
www.literacycapital.com
LEI: 2549006P3DFN5HLFGR54
A copy of this announcement will be available on the Company's
website at
www.literacycapital.com/investors/reports-and-results
The information contained in this announcement regarding the
Company's investments has been provided by the relevant underlying
portfolio company and has not been independently verified by the
Company.
This announcement is for information purposes only and is not an
offer to invest. All investments are subject to risk. Past
performance is no guarantee of future returns. Prospective
investors are advised to seek expert legal, financial, tax and
other professional advice before making any investment decision.
The value of investments may fluctuate. Results achieved in the
past are no guarantee of future results. Neither the content of the
Company's website, nor the content on any website accessible from
hyperlinks on its website for any other website, is incorporated
into, or forms part of, this announcement nor, unless previously
published by means of a recognised information service, should any
such content be relied upon in reaching a decision as to whether or
not to acquire, continue to hold, or dispose of, securities in the
Company.
This announcement may include "forward-looking statements". All
statements other than statements of historical facts included in
this announcement, including, without limitation, those regarding
the Company's financial position, business strategy, plans and
objectives of management for future operations (including
development plans and objectives relating to the Company's products
and services) are forward-looking statements. Forward-looking
statements are subject to risks and uncertainties and accordingly
the Company's actual future financial results and operational
performance may differ materially from the results and performance
expressed in, or implied by, the statements. These factors include
but are not limited to those described in the formal Prospectus.
These forward-looking statements speak only as at the date of this
announcement. The Company expressly disclaims any obligation or
undertaking to update or revise any forward-looking statements
contained herein to reflect actual results or any change in the
assumptions, conditions or circumstances on which any such
statements are based unless required to do so by the Financial
Services and Markets Act 2000, the Listing Rules or Prospectus
Regulation Rules made under Part VI of the Financial Services and
Markets Act 2000 of the Financial Conduct Authority or other
applicable laws, regulations or rules.
Unaudited Interim Results for Literacy Capital plc
("Literacy Capital", the "Company" or "BOOK")
For the six months ended 30 September 2022
Performance Highlights
Focus on helping to build great businesses to generate superior
returns
v NAV per ordinary share of 384.9p
o Net assets of GBP231.0m, an increase in net assets of 20.3%(1)
in the six months to 30 September 2022
o The FTSE Investment Company Index and FTSE All-Share, declined
12.5% and 10.1% respectively over the same period in share price
terms, compared to a 30.6% increase in BOOK's share price
v Portfolio companies enjoying strong trading momentum, with
active assistance from the Literacy Capital team to accelerate
growth
o Portfolio contains significant exposure to profitable, cash
flow positive businesses delivering strong growth, with 70% revenue
growth and 49% EBITDA growth on a weighted average basis amongst
the buyout investments within Literacy Capital's top 10
holdings
o Since listing, BOOK has continued its focus and deployment of
capital on these types of investments, with earlier stage, more
risky growth capital investments declining to just 7.5% of gross
assets on 30 September 2022 (from 15% a year earlier)
v Significant activity and value creation initiatives across the
portfolio companies
o Completed two new platform investments in the period, as well
as several small bolt-on acquisitions on behalf of our portfolio
companies
o Have helped to build and strengthen the management teams of a
number of portfolio companies through several senior hires
v Reduced cash drag and increasing maturity of investments
improving the rate of NAV growth, whilst retaining flexibility to
make further investments with RCP facility
o More than 100% of net assets invested with the cohort of more
recent investments also contributing positively and meaningfully,
more quickly than the successful 2018 investments
o Cash proceeds received by BOOK in the six months consisted of
GBP472k from private equity fund distributions. More cash expected
to be realised from several portfolio companies in the next few
months to generate more capital for redeployment into new
opportunities
v Increasing charitable donations, helping disadvantaged
children across the UK get a fair chance
o GBP1,147k of charitable donation provided for in H1 2021, up
47% on the same period in FY21, in line with growth in NAV
o Total donations now exceed GBP5.0m since inception of Literacy
Capital
Performance to 30 September 2022
% total return 3 months 6 months 1 year 3 years Since Inception
BOOK Net asset value +11.3% +20.3% +56.9% +273.8% +327.7%
========================= ========= ========= ======== ======== ================
BOOK Share Price (3.0)% +30.6% +33.8% n/a n/a
========================= ========= ========= ======== ======== ================
FTSE Investment Company
Index (1.2)% (12.5)% (17.0)% +13.7% +25.4%
FTSE All-Share Index (4.5)% (10.1)% (7.3)% (7.3)% (8.8)%
Comparison to prior periods
At 30 September 2022 At 31 March 2022
Net asset value GBP231.0m GBP192.0m
================== ===================== =================
NAV per ordinary
share(1) 384.9p 320.0p
================== ===================== =================
Six months to 30 September Six months to 30 September
2022 2021
Capital invested GBP12.8m GBP5.7m
-------------------- --------------------------- ---------------------------
Cash realised GBP0.5m GBP2.7m
-------------------- --------------------------- ---------------------------
Charitable donation GBP1,147k GBP779k
provision
(1) The NAV at 31 March 2022 contained certain deferred tax
liabilities that the Company does now not expect to pay following
it receiving investment trust status on 1 April 2022. For
comparability, these deferred tax liabilities have been removed
from the NAV at 31 March 2022
Helping to build great businesses
Our purpose is to invest in and support predominantly UK based
companies and to help their management teams achieve long-term
success. Our closed-ended, permanent capital structure means we can
be a long-term, highly ambitious and flexible partner. We are
focused on smaller businesses, where our expertise can greatly
enhance the size and value of these companies, contributing to
superior returns for BOOK shareholders. We are also proud to have a
charitable mission helping disadvantaged children in the UK learn
to read, giving them a fair chance in life.
Comment from the Investment Manager
Richard Pindar, CEO of the Investment Manager and Director of
Literacy Capital plc:
"We are pleased to report that the BOOK portfolio has continued
to trade strongly, resulting in an NAV uplift of more than 20% in
the past six months.
We are increasingly satisfied also with the composition of the
portfolio. It has been our stated intention for some time to focus
BOOK's capital on the buyout of profitable private businesses,
rather than investments into earlier stage, growth capital or
venture investments. Coincidentally, these types of investments
have since found the trading and funding environment more difficult
and valuations have declined. The companies within the buyout
segment outperformed, contributed a 28.3% net return in the six
months (excluding the impact of deploying capital into new or
existing buyout investments) and now comprise over 87% of gross
assets. This is in contrast to a net 14.7% loss on the investments
in the growth capital segment, which represent less than 7.5% of
gross assets on 30 September 2022. We feel this significant
exposure to strongly growing, profitable businesses positions
BOOK's portfolio nicely for future periods.
We remain very aware of wider macroeconomic, however we are
confident that the businesses in our portfolio will remain
resilient to these challenges and are well managed and positioned
robustly to survive and prosper in these conditions. Whilst we
remain cautious about deploying capital into new businesses, the
current market conditions will unlock asymmetrically attractive
opportunities for us to make investments and attractive returns. If
we are able to agree more favourable terms on entry to an
investment, this should bode well for BOOK's returns in the
future.
We are also pleased to announce that Literacy Capital gained
investment trust status on 1 April 2022, which will deliver
benefits and cost savings for BOOK, ultimately delivering better
returns for shareholders."
Enquiries
For further information, please contact:
Literacy Capital plc / Literacy Capital Asset Management
LLP:
Richard Pindar / Tom Vernon +44 (0) 20 3960 0280
MHP Communications:
Reg Hoare / Ollie Hoare / Matthew Taylor +44 (0) 20 3128 8276
Singer Capital Markets Securities Limited:
Robert Peel / Amanda Gray +44 (0) 20 7496 3000
Website:
www.literacycapital.com
LEI:
2549006P3DFN5HLFGR54
Chairman's Statement
I am delighted to present my first interim Chairman's foreword
since Literacy Capital plc received investment trust status on 1
April 2022. This statement covers the six-month period to 30
September 2022.
Our purpose is to invest in and build smaller, privately owned
UK businesses and to help their management teams to achieve long
term success.
Through our work, we are aiming to achieve three outcomes:
1. To build very significant value for our shareholders;
2. To support our management teams to build highly successful,
growing companies; and
3. To use our financial success to facilitate our charitable
mission to help disadvantaged children in the UK learn to read.
I am pleased to report substantial progress with all three
objectives.
Over the six months to 30 September 2022, our NAV per ordinary
share has grown from 320.0p to 384.9p, an increase of 20.3%. This
compares to a fall in the FTSE investment company index of 12.5%.
Over a twelve-month period, our NAV has grown 56.9% compared to a
17% fall in the FTSE investment company index.
And indeed, since Literacy Capital's listing on 25 June 2021,
its share price has increased from 160p to 388p on 30 September
2022, making BOOK the fifth best performing fund for performance
out of more than 400 UK listed funds over this period (AIC
Investment Companies listed as at 25 June 2021 and 30 September
2022).
Our portfolio companies are making strong progress. In many
instances, we are seeing a step change in growth in revenues,
profits and headcount under Literacy Capital's ownership. The
majority of our companies are displaying strong trading momentum,
which underpins our confidence for the future. We are shareholders
in some outstanding companies, led by very talented and ambitious
management teams and with whom we are delighted to partner.
A significant proportion of our charitable endeavours is
delivered through our close relationship with Bookmark Reading. By
the end of the 2021/22 academic year, Bookmark had delivered nearly
24,000 reading sessions; provided curated library packs to 197
schools and delivered over 107,000 copies of their Story Corner
magazine. Their targets for 2022/23 are highly ambitious with the
funding provided by Literacy Capital underpinning these plans.
In addition to Bookmark Reading's core activities, the charity
also raised GBP1m in just five months to deliver 6,500 Bookmark
Boxes to Ukrainian child refugees. These boxes were filled with
literacy and language resources to help the children to settle into
their new lives in the UK.
We are particularly proud that Bookmark has recently been
nominated as a candidate for the 2023 Astrid Lindgren Memorial
Award. This is a global award created in 2002 by the Swedish
government and is awarded to a person or organisation for their
contribution to children's and young adults literature. With a
prize of 5 million Swedish kronor, it is the largest award of its
kind.
Our Investment Manager's Report provides further detail on our
portfolio. We recognise that the macro environment in the UK is
more challenging today but our companies are performing strongly
and we remain highly optimistic about the period ahead.
Paul Pindar
Chairman, Literacy Capital plc
15 November 2022
Investment Manager's Report
BOOK Performance Highlights For The Six Month Period
384.9p GBP231.0m
NAV per ord. share GBPm NAV 1
[1]
(31 Mar 22: 320.0p) (30 Mar 22: GBP192.0m)
====================== =========================
GBP12.8m GBP0.5m
Capital invested Cash realised
(6 months to 30 Sep (6 months to 30 Sep
21: GBP5.7m) 21: GBP2.7m)
====================== =========================
+30.6% GBP1,147k
Shareholder total Charitable donation
return provision
(since 31 Mar 22) (6 months to 30 Sep
21 : GBP779k)
[1] The NAV at 31 March 2022 contained certain deferred tax
liabilities that the Company does now not expect to pay following
it receiving investment trust status on 1 April 2022. For
comparability, these deferred tax liabilities have been removed
from the NAV at 31 March 2022
BOOK Performance Overview
We are pleased with the performance of BOOK over the six months
to 30 September 2022. Net asset value (NAV) ended the period on
GBP231.0 million, or 384.9p per share, an increase of 20.3% in the
six months since 31 March 2022.
NAV uplifts were driven by strong growth from several portfolio
companies. Grayce (contributed an GBP8.6 million uplift) and RCI
Group (GBP8.0 million uplift) continued to enjoy strong demand from
customers for their services, whilst also continuing to invest
heavily to support future growth. This is a return in six months
equivalent to more than 3x the amount of capital originally
invested in these businesses, demonstrating the strong returns on
capital BOOK can generate from investments that scale and
mature.
However, Techpoint was the biggest contributor, adding GBP18.9
million to NAV in six months. This level of performance and return
is very pleasing so soon after BOOK invested GBP2.2 million to take
a majority stake in the business in June 2020. Ordinarily, we would
not expect such strong returns to be generated until the third or
fourth year post-investment, given the J-curve that would often be
experienced, as we build out the management teams and invest in
growth. We remain optimistic about Techpoint's future
prospects.
In the six months to 30 September 2022, BOOK's NAV return
(+20.3%) outpaced the FTSE closed end investment index, which
declined 12.5% in share price terms. BOOK's share price ended the
period at 388.0p, an increase of 30.6% in the six months.
Aside from its investment performance, BOOK has also made
positive strides in maturing and growing to become a more
established investment company. In January 2022, Literacy Capital
plc became a member of the Association of Investment Companies
("AIC") and on 1 April 2022 it gained investment trust status.
Breakdown of Net Asset Value at 30 September 2022
Companies / assets Date of Investment Carrying % of NAV
value
Grayce
Recruits, trains and deploys graduates
into large corporates Jul 18 GBP52.2m 22.6%
RCI Health Group
Provider of healthcare and specialist
clinical services Sep 18 GBP49.4m 21.4%
Techpoint (formerly Vanilla Electronics)
Outsourced supply chain management
of electronic components Jun 20 GBP32.4m 14.0%
Kernel Global
Recruitment for roles within financial
services Jun 18 GBP19.2m 8.3%
Antler Homes
Housebuilder in the Southeast of England Jun 18 GBP14.6m 6.3%
=================================================== ===================== ============= ========
Top 5 investments GBP167.8m 72.7%
========================================================================== ============ ========
Butternut Box
Healthy, subscription-based, direct-to-consumer
pet food Jan 18 GBP14.2m 6.1%
Oxygen Freejumping
Operator of trampoline and adventure
parks Jun 21 GBP7.6m 3.3%
Wifinity
Wi-fi provider to hard-to-reach campus
locations Dec 17 GBP7.5m 3.2%
Tyrefix
Emergency plant tyre repair and replacement
services Nov 20 GBP6.4m 2.8%
Halsbury Travel
School travel operator Jun 22 GBP6.4m 2.8%
=================================================== ===================== ============= ========
Top 10 investments GBP209.9m 90.9%
========================================================================== ============ ========
Other direct investments GBP23 .0m 10.0%
Private equity fund interests GBP12.5m 5.4%
Borrowings (inclusive of donation provision and
other working capital items) (GBP14.5)m (6.3)%
========================================================================== ============= ========
Net asset value GBP231.0m 100%
========================================================================== ============= ========
Portfolio Company Overview
The trading performance, momentum and financial position of the
companies within the portfolio remains robust.
Across BOOK's top ten investments (excluding the growth capital
investment, Butternut Box) revenue increased 70% year-on-year on a
weighted average basis. EBITDA grew 49% year-on-year, however it is
worth noting that this calculation also excludes Oxygen Freejumping
and Halsbury Travel. These two relatively recent investments were
excluded because they had been loss-making due to Covid on an LTM
basis twelve months ago. Literacy's investment allowed these
businesses to continue trading, saving hundreds of jobs, and both
are now trading very strongly.
The growth of these companies has accelerated in every case
since our investment in them. Each company in the top ten is now
reporting annual revenue growth in excess of 15%, with the figure
for many of the companies many times greater than this figure.
Combined headcount on 30 September 2022, for all ten companies
that comprise BOOK's largest investments, was 3,101. On 31 March
2022, these same companies employed 2,656, highlighting the
investment these businesses continue to make to support their
growth ambitions. It can be difficult and less meaningful to
reconcile the headline total headcount figures reported in each
quarterly factsheet given changes in the constituent companies.
However, particularly given the common and often fair criticism of
private equity in the UK, it is important for us to highlight the
support provided to the companies and increasing opportunities
available for people in Literacy Capital-backed businesses.
BOOK's majority stakes in Grayce and RCI Group remain important
to the portfolio, given their weighting. Techpoint has also made
significant strides and outperformed in the last six months,
increasing from 7.4% of net assets to 14.0%. Collectively,
investments in these three companies now comprise the majority of
net assets and the five largest equate to 72.7% of net assets. We
remain very comfortable with this for the reasons provided in the
segment below.
Portfolio companies' use of leverage remains highly conservative
(1.0x EBITDA on a weight average basis) and far lower than
traditional private equity fund managers would typically employ.
This is to provide flexibility and freedom to BOOK's portfolio
companies, to allow them to invest for growth rather than being
restricted by onerous covenants or repaying lenders. Sales growth
and business improvement is our priority, rather than financial
engineering through the use of third-party debt. This means our
portfolio companies are relatively insensitive to higher interest
rates or debt costs. 1.0x net debt to EBITDA is the lowest figure
reported since BOOK's listing last year but will likely increase
slightly as businesses are refinanced to return cash to BOOK in the
coming months.
Top Five Investments
BOOK's portfolio is relatively highly concentrated, with the top
five direct investments equating to 72.7% of net assets (up from
68.2% on 31 March 2022 and 65.0% on 31 December 2021), while the
ten largest direct investments represent 90.9% of net assets (up
from 84.7% and 82.0% respectively).
The Investment Manager is happy with this concentration given
the high degree of knowledge and control it has over the assets.
This involves receiving management information from the companies
on a weekly or monthly basis, providing significant comfort and
insight regarding current trading and future performance. It also
involves being able to influence and select the key members of
management in these companies. This degree of intimate knowledge
and involvement is far greater than investors can hope to achieve
investing in public businesses.
Many of the larger direct investments are a high proportion of
total net assets due to their strong performance and significant
uplifts in their valuation, rather than making disproportionately
large investments. We are pleased to have significant exposure to
strongly performing assets and are happy to run winners, rather
than sell assets prematurely.
Given the level of investment and hires required to raise the
rates of growth of many of the companies BOOK invests in, often
these improvements do not equate to meaningful profit growth or
contributions to NAV uplifts until the second or third year
following BOOK's investment. This is evidenced by BOOK's largest
holdings being dominated by investments completed in its first
twelve months. Techpoint is the obvious exception to this, where
the rate of growth and performance of the business has exceeded
expectations. We are confident that the older investments will
continue to contribute strongly, whilst other, newer investments
are well-placed to follow a similar trajectory.
Company Date of 30 Sep 30 Sep Total Total return in total return
Investment 2022 2022 cash realised (incl. cash) since 31 Mar
2022
carrying % of NAV
value
Grayce Jul 18 GBP52.2m 22.6 % GBP7.6m GBP59.8m GBP8.6m
RCI Group Sep 18 GBP49.4m 21.4% GBP3.4m GBP52.8m GBP8.0m
Techpoint Jun 20 GBP32.4m 14.0 % GBP0.0m GBP32.4m GBP18.9m
Kernel Global Jun 18 GBP19.2m 8.3 % GBP0.7m GBP19.9m GBP1.1m
Antler Homes Jun 18 GBP14.6m 6.3 % - GBP14.6m GBP1.0m
Grayce - www.grayce.co.uk
Grayce recruits, trains and employs graduates from top
universities for deployment into large corporates, providing the
graduates that they hire with high-quality training, employment and
experience.
The original transaction in July 2018 was to facilitate the exit
for one of the founders who was stepping down. To assist with this
transition a new senior management team was brought into the
business in stages. Between BOOK's initial investment and the end
of 2020, a new Chairman, CEO, CFO and Sales Director were
appointed. A new COO was also appointed in January 2022,
constructing a talented team that can scale and run a business of
much greater size.
In the last six months, Grayce has continued to invest heavily
to set the business up for continued growth and success. An
additional 17 head office employees joined in the last six months,
to support Grayce's rapidly growing client base and to help expand
this even further in 2023.
RCI Group
RCI is primarily a provider of healthcare services and data
analytics. The group provides its specialist services to the
police, NHS, custodial settings and the courts.
BOOK's original investment in September 2018 helped two of the
four founders achieve their retirement plans. To ease this
transition and ensure the business had strong leadership, a new CEO
and CFO joined the business at completion of the transaction.
Within nine months, they were joined by a new Business Development
Director and Operations Director, to create a strong team and
platform for growth. This platform was then used to acquire
complementary businesses and broaden the service offering to
customers. Four acquisitions were completed between December 2019
and April 2022.
Since BOOK's investment, revenue has increased from GBP15m in
2018 to more than GBP40m four years later, following the
acquisitions and organic growth. EBITDA margins have also been
improved materially following investment into greater usage of data
analytics and an expansion of the group's technology offering,
improving the quality of customer's insights.
Techpoint - www.techpoint.co.uk
Techpoint Group is a group of companies, which provides o
utsourced supply chain management of electronic components for
manufacturing businesses.
Literacy Capital's initial investment was into Vanilla
Electronics in June 2020. Vanilla was founded in 2002 by a
father-and-son team. The father was looking to exit and sell his
stake in the business, while the son, Dan, wanted to partially
de-risk, and have a partner with the ability to assist him in
developing the business organically and, for the first time,
through acquisition. Since BOOK's original investment, the group
has rebranded as Techpoint and completed three acquisitions. The
most recent acquisition was in May 2022, the purchase of Golledge,
a leading global supplier of frequency components based in
Somerset. Earlier this year, Dan moved into the role of Executive
Chairman, with Gary Mitchell becoming Group CEO, having joined the
business in September 2021. A new Group COO also joined the
business in 2021 and a new CFO in 2020.
Vanilla and the businesses subsequently acquired are all trading
strongly, with synergies, cross-selling and operational
improvements contributing strongly to the eightfold increase in
profitability. The reshoring of manufacturing supply chains, given
recent issues in companies' supply chains and with logistics, is
also benefitting the Techpoint businesses.
Kernel Global - www.kernel-global.com
Kernel Global is the holding company for two recruitment
businesses that trade under the names Dartmouth Partners, which
focuses on private equity, corporate finance, wealth management,
finance and legal, and Pure Search, which has a primary focus on
tax, as well as other finance roles.
BOOK's original investment was in June 2018 to support the
founder of Dartmouth. He founded the business in 2012 and needed
support to scale the business and strengthen its management team. A
new Chairman and CFO joined in the early part of 2020, plus a new
Head of International in May 2021. The business also acquired Pure
in September 2019 and opened an office in Paris, which gives the
group a broad footprint in several financial centres, including New
York, Hong Kong, London and Frankfurt.
At the point that BOOK invested, Dartmouth had 54 staff and net
fee income of around GBP7m. By 30 September 2022, group headcount
and LTM net fee income exceeded 285 and GBP42m respectively.
Antler Homes - www.antlerhomes.co.uk
Antler Homes is a housebuilder with a longstanding reputation
for building high quality homes in the London commuter belt. The
business was set up 50 years ago by its founder, who in 2018 when
Literacy Capital invested in the business, was in his 70s, lived
overseas and no longer wished to run or own the business.
In order to allow the business to continue trading, it needed
fresh leadership and more capital, which Literacy was able to
bring. A new Managing Director and non-executive Director, both
with a significant amount of relevant experience, joined the
business at completion of the investment.
Since BOOK's original investment in June 2018, Antler's team has
been refreshed and built up to support its increased output over
the recent and future years. Headcount has increased from eight to
35 by the end of September 2022. Literacy has also supported the
business complete three follow-on rounds of funding, including one
in March 2022, as it acquires and develops more land.
Movement in the Portfolio
GBPm 6 months to 30 September 6 months to 30 September
2022 2021
Opening Investments 191.2 84.7
------------------------------------ ------------------------- -------------------------
Direct investments 12.2 5.5
Fund drawdowns 0.6 0.2
------------------------------------ ------------------------- -------------------------
Total new investments 12.8 5.7
------------------------------------ ------------------------- -------------------------
Proceeds from direct investments - (2.0)
Proceeds from fund investments (0.5) (0.7)
------------------------------------ ------------------------- -------------------------
Cash proceeds received (0.5) (2.7)
------------------------------------ ------------------------- -------------------------
Valuation Movement 41.9 53.5
------------------------------------ ------------------------- -------------------------
Closing Investments 245.4 141.3
Valuation Movement % (of Opening
Investments) 21.9% 63.2%
New Investments
GBP12.8 million was invested in the six month period. GBP5.7
million of this related to two new investments, while the balance
was deployed into existing businesses, either to acquire more
equity or support them with different growth initiatives.
In June 2022, BOOK completed the buyout of Halsbury Travel, a
travel agency that focuses on organising trips for UK
schoolchildren. Literacy now owns a significant majority stake in
the business, which is headquartered in Nottingham and was founded
in 1986 by two former teachers. A new Chairman joined at completion
and a new CEO joined the business in September, bolstering the
strength and experience of the senior leadership team.
In August 2022, Literacy Capital invested in Ashleigh &
Burwood ("A&B") and took a majority stake. A&B is a home
fragrance business making candles, room sprays and diffusers,
mostly for the home. The business is based in Surrey, having been
set up and owned by family members over two generations. Here, the
Board has also been strengthened via the hire of a new Chairman and
COO to improve and expand A&B further.
Techpoint completed the bolt-on acquisition of Golledge in the
period, whilst Oxygen Freejumping also acquired its second new site
since Literacy invested in the business in July 2021. Literacy has
invested further capital in both businesses but expects to receive
the majority of this back before the year end via a refinancing of
Techpoint.
GBP554k was invested in a third party private equity fund, which
made a drawdown in the period. The other three funds to which BOOK
has made commitments all made distributions. We expect cash inflows
from these funds to continue, given their 2017 and 2018
vintages.
Realisation Activity
Cash inflows in the six months to 30 September 2022 totalled
GBP0.5m, which all relates to small distributions from private
equity funds. The priority in the period for BOOK's portfolio
companies has been retaining the ability and flexibility to invest
in growth, rather than returning cash to BOOK or other
shareholders. Further refinancing activity within the portfolio is
planned in the next six months and we would expect cash proceeds
received by BOOK to be substantially higher than the six months to
30 September 2022.
The portfolio companies' strong performance and low leverage
means there is significant scope to return cash proceeds to BOOK,
ensuring the pipeline of new investment opportunities can be
funded.
Balance Sheet and Financing
BOOK's total drawings under its Revolving Credit Facility
("RCF") with Investec Bank plc stood at GBP13.5 million on 30
September 2022, which equates to 5.8% of net assets. The available
facility was increased in size in the period by GBP10 million,
taking the limit to GBP25 million, which gives Literacy greater
flexibility to fund new investments and support its existing
portfolio companies. This facility also allows BOOK to remain more
fully invested, reducing cash drag and improving returns for
shareholders.
As mentioned in the final segment of Realisation Activity, cash
proceeds received by BOOK are expected to increase in the coming
quarters, allowing BOOK to fund further investments or reducing the
amounts drawn under its RCF. It has been very helpful and valuable
to have had the flexibility to be able to draw on the RCF to fund
the recent investments without having to first realise cash from
the portfolio.
GBPm 30 September 2022 31 March 2022
Investments GBP245.4m GBP191.2m
Cash GBP0.8m GBP3.0m
Donation Provision GBP(1.9)m GBP(2.1)m
Other working capital GBP0.0m GBP(0.1)m
---------------------- ------------------ --------------
Borrowings GBP(13.5)m -
====================== ================== ==============
Net assets GBP231.0m GBP192.0m(1)
(1) The NAV at 31 March 2022 contained certain deferred tax
liabilities that the Company does now not expect to pay following
it receiving investment trust status on 1 April 2022. For
comparability, these deferred tax liabilities have been removed
from the NAV at 31 March 2022
Undrawn Fund Commitments by Currency Exposure
The table below shows outstanding obligations to BOOK's four
fund commitments has been gradually reducing in recent periods. The
figure on 30 September 2022 amounted to GBP4.6 million, however we
expect little more than half of this to be called, given the age
and pattern of drawing by these funds.
Regardless of whether the full GBP4.6 million is called or not,
BOOK can comfortably fund these drawdowns from existing reserves
and headroom in its RCF.
GBPm 30 September 31 March 2022
2022
Sterling GBP0.3m GBP0.3m
Euro(2) GBP3.2m GBP3.7m
US Dollar(2) GBP1.1m GBP0.9m
============= ============= ==============
Total GBP4.6m GBP4.9m
(2) Foreign currencies were converted to GBP at the prevailing
rates on the reporting date
Activity Since the Period End
BOOK has not made any new platform investments since the period
end and there are no updates or events with a material impact on
NAV to report. Two of its portfolio companies, Oxygen Freejumping
and Tyrefix, have completed bolt-on acquisitions, helping them to
achieve their longer term objectives.
The first of these involved Oxygen completing its third
acquisition in late October. This acquisition of RedKangaroo, a
trampoline operator with three sites (Reading, Nottingham and
Coventry), takes Oxygen to nine locations, up from four when
Literacy first invested in July 2021. In early November, Tyrefix
acquired Fix'n'Fit, a regional business providing similar plant
tyre services in the north west of England. Literacy provided
additional funding to Oxygen to help it fund its purchase of
RedKangaroo, whilst Tyrefix was able to fund its acquisition
without further funding from shareholders.
Outlook
We are confident that the companies in BOOK's portfolio are
well-placed to continue performing strongly, which should drive
further strong NAV performance and uplifts for the Trust.
We are cautious in the current macroeconomic environment.
However, we remain optimistic given the robust financial position,
strong growth and leadership that an increasing number of BOOK's
portfolio companies possess. A growing number of more recent
investments are entering a more mature phase, which should result
in these companies generating greater NAV uplifts for BOOK in
future periods. We also expect cash inflows from the portfolio to
increase substantially in the upcoming quarters, compared to recent
months. The current environment should also generate a greater
number of attractive opportunities to make new investments.
Despite the optimism and confidence, we are not complacent and
retain very close engagement with the management teams of BOOK's
portfolio companies, to ensure the companies are managed and
performing as strongly as possible. The Investment Manager has a
high degree of knowledge and influence, enabling it to make
additions or changes to the portfolio company management teams, if
this is in the best interest of shareholders.
We are also proud of the unique impact that BOOK has been able
to have as an investment company in supporting different charities.
In the six months to 30 September 2022, thousands of children in
the UK have benefited and experienced improved educational support
due to BOOK's charitable donations, including over 1,500 Ukrainian
child refugees. Annual charitable donations in 2022 will be greater
than previous years and we are delighted that as the Trust
continues to grow, it will be able to support an increasing number
of disadvantaged children.
Charitable Mission
In addition to Literacy Capital plc's investment objectives and
strategy, it also has a charitable mission.
Literacy Capital plc makes an annual donation equivalent to 0.9%
of the Company's net asset value at each year end, thereby
providing consistent, long-term and growing charitable donations as
the Company increases in size. In the first nine months of 2022,
the total provision for donations to charities focused on improving
literacy amounted to GBP1.58 million, more than the amount
recognised in all of 2021.
Since the creation of Literacy Capital in 2017, more than GBP5
million in total has either been paid or set aside for donation.
The aim is to advance the education of children in the United
Kingdom, in particular by promoting or supporting the development
of reading.
Annual charitable donation provision
(GBPk)
2018 GBP532k
2019 GBP621k
2020 GBP772k
2021 GBP1,527k
2022 (first 9 months) GBP1,581k
=========================== ==========
Total charitable donation GBP5,033k
provision
A number of charities focused on supporting children have
received donations. The largest beneficiary of Literacy Capital's
charitable support to date is Bookmark Reading Charity (
www.bookmarkreading.org ). At its core, Bookmark facilitates extra
one-to-one reading support for state school children aged five to
nine, who have been identified by their teachers as at risk of not
meeting the expected standard of reading. Using an innovative
digital platform, trained and vetted volunteers are given the
opportunity to support children from their desk using a flexible
and accessible volunteering model.
As part of the Bookmark's holistic approach to improving
children's literacy, the charity expanded its support offering by
supplying free reading resources to children with few or no books
in the home, as well as providing new reading spaces to schools who
have limited means to fund their own. Their goal is to bring
reading confidence, ability and motivation to young children so
that the one in four pupils who currently leave primary school
unable to read well, can grasp every opportunity that they deserve
in life, no matter their socio-economic background.
Since the outbreak of the war in Ukraine, thousands of children
have arrived in the UK having left their homes, loved ones,
education and belongings behind. Bookmark launched its Bookmark Box
for Ukraine appeal in April 2022, which saw the charity set out to
raise GBP1m to deliver a staggering 6,500 boxes to Ukrainian
children and their families who had fled to Britain.
With support from Literacy Capital, Bookmark were able to reach
their GBP1m target by the end of August and successfully deliver
all the boxes to support thousands of Ukrainian child refugees.
Each box contained items that were carefully selected with the
help of literacy experts to support children's wellbeing through
therapeutic play and storytelling. This included high-quality
bilingual books, a starting school stationary set, a tablet loaded
with e-Books, language and literacy apps and a SIM card for
families to contact loved ones displaced across the world.
The impact of Bookmark's work is best understood through the
words of its beneficiaries, such as those from a parent of a child
who was supported by the campaign:
"We missed books in our native language so much, because at home
we had a whole library of children's books. Yesterday, my son and I
enjoyed reading about steam locomotives before going to sleep and
then I found another book on the internet and read it on a tablet,
very convenient!"
Why Literacy?
This year's SATs results show that the attainment gap has
widened to its largest level in 10 years(2) . Before the pandemic,
more than one in four children would leave primary school unable to
read well, and a study conducted by the University of Leeds
suggested that if children do not catch up, one in four will become
two in three(3) .
Reading is not just about books. It is about reading a road
sign, a safety manual, a birthday card. It is understanding a job
application or the health information that could save your life.
Children who do not read well by age seven, are six times more
likely to drop out of school(4) . These children are also more
likely to go on to be unemployed, live in poverty, and even to have
a shorter life expectancy.
At an estimated cost of around GBP80bn to the UK economy per
year(5) , the impact of poor literacy is far-reaching. The
longer-term consequences of illiteracy in the UK are hugely
damaging, for both the child and for society more widely. For
instance:
-- Almost one in five children aged five to eight in the UK
currently do not own a single book of their own, a 10% increase
since the start of the pandemic(6) , and the figure is likely to
grow through the cost-of-living crisis.
-- A quarter of disadvantaged primary schools in England do not
have a library. There is no government requirement for schools to
have a library. 40% of primary schools reported having no dedicated
school library budget in recent survey(7) .
-- Between 70% and 80% of pupils that drop out of education are poor readers(8) .
-- Although some 'educational recovery' had been achieved by the
end of the 2020/21 academic year, attainment levels in core
subjects remain below the expected pre-pandemic standard from
2018/19 due to learning loss(9) .
Helping children to develop the reading skills they need for a
fair chance in life can be done relatively quickly and
inexpensively. It is one of the most cost-effective ways to reduce
young offending and raise their potential, delivering a very high
return on this investment in themselves and society.
(2) TES (formerly Times Educational Supplement)
(3) University of Leeds
(4) Centre for Education and Youth
(5) World Literacy Foundation
(6) National Literacy Trust
(7) National Literacy Trust
(8) (Codding, 2001; Dugdale and Clark, 2008a)
(9) (Tracey, et al. 2022) Educational Endowment Foundation:
University of York, Education Policy Institute, NIESR
Risks and Uncertainty
The Board of Directors and Investment Manger continue to monitor
any risks which could adversely affect the performance of BOOK. The
principal risks and uncertainties facing the Company are set out
below.
Investment and liquidity: The Company's investments are in
small, unquoted companies, which by their nature entail a higher
level of risk and lower liquidity than investments in large, quoted
companies. Mitigation: Risk is limited by closely monitoring
individual holdings. The board reviews the performance of the
portfolio on a quarterly basis
Financial: Most of the company's investments involve a medium to
long term commitment and many are relatively illiquid. There is a
risk that the company could run out of available cash reserves.
Mitigation: The Company seeks to ensure the availability of cash
reserves to match the forecast cashflow of the Company. The Company
is also able to draw on its GBP25m committed revolving credit
facility, which had GBP11.5m of undrawn availability at
30.09.2022.
Economic: Events, such as economic recession, may affect the
performance and valuation of portfolio companies and their ability
to access adequate financial resources, as well as affecting the
company's net asset value. A further way that the portfolio company
could be affected is any material change in the amount of private
capital looking to invest in private businesses. Any change is
unlikely to have a significant impact on the company, as additional
capital could lead to more competition when sourcing new
investments but would also likely increase the value of the
existing portfolio. The same would apply vice versa. Mitigation:
The Company invests in a diversified portfolio of investments
spanning various sectors as well as ensuring that the portfolio
companies maintain sufficient cash reserves to be able to support
their short to medium term obligations.
Tax: Literacy Capital plc acquired UK resident investment trust
status on 1 April 2022 enabling the Company to obtain an exemption
from paying tax on its capital profits, amongst other benefits. It
is the Company's intention to maintain this status indefinitely.
However, whilst not expected to occur, if investment trust status
were to be lost or not obtained, the vast majority of BOOK's
capital profits would remain exempt from tax, due to the
Substantial Shareholding Exemption that could automatically be
sought on the sale of many of its assets. On 30 September 2022, it
is estimated that approximately 85% of the portfolio's gross assets
by value would be exempt from tax regardless of maintaining
investment trust status.
Operational: BOOK uses third-party suppliers and is therefore
exposed to operational risk. Disruption to the Investment
Manager's, administrator's or any other third-party service
provider's systems could result in the inability to produce timely
and accurate reports on Literacy Capital, or the underlying
portfolio companies. Mitigation: The Investment Manager and
administrator each have business continuity plans and separately,
the depositary reports periodically on custody matters.
Discount volatility: There is a risk that the level at which
BOOK's shares may trade below the NAV per share, reducing returns
for existing shareholders. Mitigation: The Board of Directors and
Investment Manager monitors the level of discount and possesses the
ability to buyback shares to counter any discount that persists.
The Directors and Investment Manager are also aware that shares in
BOOK are already relatively tightly held and liquidity in the
Company's shares is required to attract institutional
investors.
Related Party Transactions
Details in respect of the Company's related party transactions
during the period are included at note 15 to the interim financial
statements.
Going Concern
The Board has assessed the financial position and prospects of
the Company over the next 12 months, whilst considering the
additional risks and uncertainties caused by the war in Ukraine,
which have created harsher market conditions and increased
inflationary pressure. The Company has demonstrated good
performance and resilience amongst a difficult market back
drop.
The Directors do not believe there are any significant risks and
uncertainties likely to impact the ability of the Company to
continue in business and believe it has adequate resources to
operate for at least twelve months from the date of approval of the
financial statements, and so for this reason, the Company continues
to adopt the going concern basis in preparing the accounts.
Directors' Responsibility Statement
The Directors are responsible for preparing the Interim Report,
in accordance with the applicable laws and regulations. The
Directors confirm that, to the best of their knowledge;
-- The condensed set of financial statements contained in these
interim results have been prepared in accordance with IAS 34 as
contained in UK-adopted IFRS; and
-- The chair's foreword and interim management report includes a
fair review of the information required by DTR 4.2.7 R and 4.2.8 R
of the FCA's Disclosure Guidance and Transparency Rules, being an
indication of important events that have occurred during the first
six months of the financial year; and
-- The interim financial statements include a fair review of the
information required by DTR 4.28R of the Disclosure Guidance and
Transparency Rules, being relating party transactions that have
taken place in the first six months of the year.
This interim report was approved by the Board and the above
Director's Responsibility Statement was signed on its behalf by the
Chair.
Paul Pindar
Chairman, Literacy Capital plc
15 November 2022
Unaudited Financial Statements
Statement of comprehensive income
For the six-month period ended 30 September 2022
Unaudited Unaudited
6 months ended 6 months ended
30 September 30 September
2022 2021
Notes Total Total
GBP GBP
------------------------------------------- ------------------ ----------------
Gains on investments
10 Gain on fair value on investments 41,500,301 53,124,848
10 Realised gain on disposal of investment - 212,604
------------------------------------------- ------------------ ----------------
Gains for the period on investments 41,500,301 53,337,452
------------------------------------------- ------------------ ----------------
Investment Income 4,190 175,639
Operating Income 408 45
------------------------------------------- ------------------ ----------------
Total 4,598 175,684
------------------------------------------- ------------------ ----------------
Total income 41,504,899 53,513,136
------------------------------------------- ------------------ ----------------
Expenses
6 Operating expenses (1,801,756) (1,912,650)
------------------------------------------- ------------------ ----------------
Total operating expenses (1,801,756) (1,912,650)
------------------------------------------- ------------------ ----------------
Charitable donations (1,146,808) (778,889)
Net foreign exchange profit / (loss) 425,159 33,672
Profit for the period before taxation 38,981,494 50,855,269
8 Tax credit / (expense) 1,910,072 83,061
------------------------------------------- ------------------ ----------------
Profit for the period 40,891,566 50,938,330
------------------------------------------- ------------------ ----------------
Other comprehensive income
Gain on fair value on debt investments - -
------------------------------------------- ------------------ ----------------
Total comprehensive income 40,891,566 50,938,330
------------------------------------------- ------------------ ----------------
Earnings per share for profit attributable
to the ordinary shareholders of the
company:
------------------------------------------- ------------------ ----------------
Basic earnings per ordinary share
12 (pence) 68.15 84.90
------------------------------------------- ------------------ ----------------
Diluted earnings per ordinary share
12 (pence) 67.70 84.54
------------------------------------------- ------------------ ----------------
The accompanying notes form an integral part of these interim
financial statements.
Statement of financial position
As at 30 September 2022
Unaudited Audited
30 September 31 March
2022 2022
---------------------------------- ---------------
Note GBP GBP
--------------- ------------
Non-current assets
10 Investments 245,435,207 191,213,506
245,435,207 191,213,506
---------------------------------- --------------- ------------
Current assets
Trade and other receivables 595,874 528,608
Cash and cash equivalents 836,820 2,982,399
Unpaid share capital debtors - 49,950
---------------------------------- --------------- ------------
1,432,694 3,560,957
---------------------------------- --------------- ------------
Current Liabilities
Trade and other payables 556,805 604,847
Accrual for charitable donation 270,063 1,706,935
826,868 2,311,782
---------------------------------- --------------- ------------
Net current assets 605,826 1,249,175
---------------------------------- --------------- ------------
Non-current liabilities
Accrual for charitable donation 1,580,909 434,101
Revolving credit facility 13,500,000 -
Deferred tax liabilities - 1,910,072
---------------------------------- --------------- ------------
Total non-current liabilities 15,080,909 2,344,173
---------------------------------- --------------- ------------
Net assets 230,960,124 190,118,508
---------------------------------- --------------- ------------
Capital and reserves
11 Share capital 60,000 109,950
Share premium 53,946,000 53,946,000
Retained earnings 176,954,124 136,062,558
Total share capital & reserves 230,960,124 190,118,508
---------------------------------- --------------- ------------
13 Net Asset Value per share (pence) 384.93 316.86
---------------------------------- --------------- ------------
The accompanying notes form an integral part of these interim
financial statements.
The interim financial statements were approved and authorised
for issue by the board of directors on 15 November 2022 and were
signed on its behalf by:
Paul Pindar
Director
Date: 15 November 2022
Statement of changes in equity
For the six-month period ended 30 September 2022
Retained
Share capital Share premium earnings Total
GBP GBP GBP GBP
------------------------------------ -------------- -------------- ------------ ------------
Balance at 31 March 2022
(audited) 109,950 53,946,000 136,062,558 190,118,508
------------------------------------- -------------- -------------- ------------ ------------
Profit for the period - - 40,891,566 40,891,566
Other comprehensive income
for the period - - - -
------------------------------------ -------------- -------------- ------------ ------------
Total comprehensive income
for the period - - 40,891,566 40,891,566
------------------------------------- -------------- -------------- ------------ ------------
Contributions by and distributions
to shareholders -
Cancellation of deferred
shares (49,950) - - (49,950)
Total transactions with
shareholders (49,950) - - (49,950)
------------------------------------- -------------- -------------- ------------ ------------
Balance at 30 September
2022 (unaudited) 60,000 53,946,000 176,954,124 230,960,124
------------------------------------- -------------- -------------- ------------ ------------
For the six months ended 30 September
2021
Retained
Share capital Share premium earnings Total
GBP GBP GBP GBP
------------------------------------ -------------- -------------- ------------ ------------
Balance at 31 March 2021
(audited) 109,950 53,946,000 41,719,891 95,775,841
------------------------------------- -------------- -------------- ------------ ------------
Profit for the period - - 50,938,330 50,938,330
Other comprehensive income
for the period - - - -
------------------------------------ -------------- -------------- ------------ ------------
Total comprehensive income
for the period - - 50,938,330 50,938,330
------------------------------------- -------------- -------------- ------------ ------------
Contributions by and distributions
to shareholders
Issue of ordinary shares - - - -
Total transactions with
shareholders - - - -
------------------------------------ -------------- -------------- ------------ ------------
Balance at 30 September
2021 (unaudited) 109,950 53,946,000 92,658,221 146,714,171
------------------------------------- -------------- -------------- ------------ ------------
Statement of cash flows
For the six-month period ended 30 September 2022
Unaudited Unaudited
30 September 30 September
Notes 2022 2021
GBP GBP
-------------------------------------------- -------------- --------------
Cash flows from operating activities
Cash outflow from operating activity
Management fee paid (905,292) (678,922)
Payroll expenses (57,974) (35,418)
Other operating expenditures (580,618) (801,121)
Charitable donations paid (1,436,872) -
Net cash used in operating activities (2,980,756) (1,515,461)
-------------------------------------------- -------------- --------------
Cash flows from investing activities
--------------------------------------------
10 Purchase of investments (12,767,211) (5,719,315)
Cash realised from investments 475,106 2,808,833
Net cash used in investing activities (12,292,105) (2,910,482)
-------------------------------------------- -------------- --------------
Cash flows financing activities
--------------------------------------------
Cash inflow from financing activities
Cash receipt from revolving credit
facility 13,125,000 -
-------------------------------------------- -------------- --------------
Net cash generated from financing
activities 13,125,000 -
-------------------------------------------- -------------- --------------
Net decrease in cash and cash equivalents (2,147,861) (4,425,943)
-------------------------------------------- -------------- --------------
Cash and cash equivalents - opening
balance 2,982,399 12,599,710
Effect of exchange rate fluctuations
on cash and cash equivalents 2,282 1,951
-------------------------------------------- -------------- --------------
Cash and cash equivalents - closing
balance 836,820 8,175,718
-------------------------------------------- -------------- --------------
The accompanying notes form an integral part of these interim
financial statements.
Notes to the Unaudited Financial Statements
For the six-month period ended 30 September 2022
1. Reporting to entity
Literacy Capital plc (the "Company") is a public limited
company, limited by shares, incorporated in United Kingdom. The
Company's registered office is 3rd Floor, Charles House, 5-11
Regent Street St James's, London, SW1Y 4LR. Literacy Capital plc is
a closed-end investment company focused on investing in and
supporting small, growing UK businesses and helping their
management teams to achieve long-term success.
2. Statement of Compliance
These interim financial statements for the six months ended 30
September 2022 have been prepared in accordance with IAS 34 Interim
Financial Reporting and should be read in conjunction with the
Company's last annual financial statements as at and for the three
months ended 31 March 2022. They do not include all of the
information required for a complete set of financial statements
prepared in accordance with IFRS Standards. However, selected
explanatory notes are included to explain events and transactions
that are significant to an understanding of the changes in the
Company's financial position and performance since the last annual
financial statements. These interim financial statements are
unaudited.
These interim financial statements were authorised for issue by
the Company's Board of Directors on 15 November 2022.
3. Accounting policies
The accounting policies applied by the Company in these interim
financial statements are the same as those applied in its annual
financial statements as at and for the year ended 31 March
2022.
Deferred tax is provided on all timings timing differences which
have originated but not reversed at the balance sheet date,
calculated using the tax rates relevant to the benefit or
liability. Deferred tax assets are recognised only to the extent
that it is more likely than not that there will be taxable profits
from which underlying timing differences can be deducted. Deferred
tax liabilities are recognised only to the extent that it is more
likely than not that there will be a future tax charge. Whilst the
Company continues to hold investment trust status, it has an
exemption from paying tax on its capital profits.
4. Functional and presentation currency
These interim financial statements are presented in pound
sterling, which is the Company's functional currency. All amounts
have been rounded to the nearest pound, unless otherwise
indicated.
A foreign currency transaction is recorded initially at the rate
of exchange at the date of the transaction. Assets and liabilities
are translated from foreign currency to the functional currency at
the closing rate at the end of the reporting period. The resulting
gains or losses are included in the statement of comprehensive
income.
5. Accounting estimates and judgments
The preparation of interim financial statements in conformity
with International Accounting Standards requires Directors to make
judgements, estimates and assumptions that affect the application
of policies and the reported amounts of assets and liabilities,
income and expenses. The estimates and associated assumptions are
based on historical experience and various other factors that are
believed to be reasonable under the circumstances, the results of
which form the basis of making the judgements about carrying values
of assets and liabilities that are not readily apparent from other
sources. Actual results may differ from these estimates.
The estimates and underlying assumptions are reviewed on an
ongoing basis. Revisions to accounting estimates are recognised in
the period in which the estimate is revised if the revision affects
only that period or in the period of the revision and future
periods if the revision affects both current and future
periods.
The significant judgements made by management in applying the
Company's accounting policies and the key sources of estimation
uncertainty were the same as those applied to the annual financial
statements as at and for the three months ended 31 March 2022.
6. Operating Expenses
Unaudited 6 months Unaudited 6 months
ended ended
30 September 2022 30 September 2021
GBP GBP
------------------------------------- ------------------- -------------------
Non-Executive Director remuneration 52,486 38,330
Auditor remuneration 30,575 35,105
Other operating expenses 1,718,695 1,819,698
-------------------------------------- ------------------- -------------------
Total 1,801,756 1,912,650
7. Employees
The Company has no employees, however, the average number of
Directors during the period was 6 (for the three months ended 31
March 2022: 6).
8. Tax Expenses
The actual tax charge for the current and previous period
differs from the standard rate for the reasons set out in the
following reconciliation:
Unaudited 6 month Unaudited 6 month
ended 30 September ended 30 September
2022 2021
GBP GBP
---------------------------- -------------------- --------------------
Current taxation
United Kingdom corporation
tax at 19% - 23,217
(2021: 19%)
---------------------------- -------------------- --------------------
- 23,217
---------------------------- -------------------- --------------------
Unaudited 6 month Unaudited 6 month
ended ended
30 September 2022 30 September 2021
GBP GBP
---------------------------- -------------------- --------------------
Deferred taxation
Origination and reversal of
timing differences (1,908,265) (106,278)
Adjustments in respect of (1,807) -
prior periods
---------------------------- -------------------- --------------------
Total deferred tax charge
/ (credit) (1,910,072) (106,278)
---------------------------- -------------------- --------------------
Tax on profit on ordinary
activities (1,910,072) (83,061)
---------------------------- -------------------- --------------------
The actual tax charge for the current and previous period
differs from the standard rate for the reasons set out in the
following reconciliation:
Unaudited 6 Unaudited 6
month ended month ended
30 September 30 September
2022 2021
GBP GBP
-------------------------------------------- -------------- --------------
Profit on ordinary activities before
taxation 38,981,494 50,855,269
Tax on profit on ordinary activities
at standard rate of 19% (for 6 months
ended 30 September 2021: 19%) 7,406,484 9,662,501
Factors affecting tax charge for the
period:
Expenses not deductible for tax purposes
and other adjustments 99,950 364,318
Income not taxable in determining taxable
profit (8,040,201) (10,612,711)
Other permanent differences - (26)
Adjustments to tax charge in respect
of previous periods - 228,862
Adjustments to tax charge in respect
of previous periods - deferred tax (1,807) (82,448)
Remeasurement of deferred tax for changes
in tax rates - 356,443
Movement in deferred tax not recognised 535,574 -
Impact of becoming an investment trust (1,910,072) -
Total tax on profit on ordinary activities (1,910,072) (83,061)
--------------------------------------------- -------------- --------------
Literacy Capital plc qualified for investment trust status with
effect from the financial year commencing 1 April 2022, and as
such, its capital gains are now not taxable. A tax credit of
GBP1.9m has been recognised in the period due to the reversal of
the opening deferred tax liability.
There is no UK current tax charge at 30 September 2022 as the
Company has unrelieved expenses which are available to be carried
forward.
At 30 September 2022 the Company had a potential deferred tax
asset of GBP2m on taxable losses which are available to be carried
forward and offset against future taxable profits. A deferred tax
asset has not been provided on these losses as it is not considered
sufficiently certain that the Company will make taxable revenue
profits in the future and it is not liable to pay tax on its
capital gains. The potential deferred tax asset has been calculated
using a corporation tax rate of 25%.
Factors that may affect future tax charges
The Finance Act 2021 enacted legislation to maintain the current
rate of corporation tax at 19% up until at least the financial year
ended 31 March 2023 and increase the rate to 25% from 1 April 2023.
On 14 October 2022 the UK government announced that in April 2023
the Corporation Tax rate increase will not be reversed.
9. Charitable Donation
The Company has recognised charitable donation expenses of
GBP1,146,808 (for the six months ended 30 September 2021:
GBP778,889) calculated by applying 0.9% to a pro forma Net Asset
Value adjusted for fair value uplifts of GBP234.2 million (for the
three months ended 31 March 2022: GBP192.9 million). During the
period, donations paid were GBP1,436,872 (for the six months ended
30 September 2021: nil). The accrual for charitable donations at
the period end amounts to GBP1,850,972 (for the three months ended
31 March 2022: GBP2,141,036).
10. Financial Instruments
Unaudited
30 September Audited
2022 31 March 2022
GBP GBP
------------------------------------------ -------------- ---------------
Assets
Financial assets at fair value through
profit or loss
Equity instruments at fair value through
profit and loss 199,505,545 152,352,376
Debt instruments at fair value through
profit and loss 45,929,662 38,861,130
Financial assets at amortised cost
Cash and cash equivalents 836,820 2,982,399
Trade and other receivables (excluding
prepayments) 542 542
------------------------------------------- -------------- ---------------
Total Financial assets 246,272,569 194,196,447
------------------------------------------- -------------- ---------------
Liabilities
Financial liabilities measured at
amortised cost
Trade and other payables 556,805 604,847
------------------------------------------- -------------- ---------------
Total Financial liabilities 556,805 604,847
------------------------------------------- -------------- ---------------
The investment reconciliation schedule for the Company as of 30
September 2022 is as follows:
Equity instruments Debt instruments
at fair value at fair value
through Profit through profit
and Loss and loss Total
GBP GBP GBP
------------------------------ -------------------------- -------------------------- ----------------
Investments at 31 March 2022
(Audited) 152,352,376 38,861,130 191,213,506
Additions 5,053,702 7,713,509 12,767,211
Disposal of investments (470,916) - (470,916)
Fair value movement through
profit and loss 42,145,276 (644,975) 41,500,301
Unrealised FX gain/ (loss) 425,105 - 425,105
------------------------------ -------------------------- -------------------------- ----------------
Investments at 30 September
2022 (Unaudited) 199,505,543 45,929,664 245,435,207
------------------------------ -------------------------- -------------------------- ----------------
The investment reconciliation schedule for the Company as at 31
March 2022 is as follows:
Equity instruments Debt instruments
at fair value at fair value 31 March
through profit through profit 2022
or loss or loss Total
GBP GBP GBP
------------------------------ ------------------------ --------------------------- -----------------
Investments at 31 December
2021 125,308,419 38,335,390 163,643,809
Additions 4,797,117 1,685,605 6,482,722
Disposal of investments (108,635) - (108,635)
Realised gain on disposal
of investments 28,677 - 28,677
Fair value movement through
profit or loss 22,264,259 (1,159,865) 21,104,394
Unrealised FX gain / (loss) 62,539 - 62,539
Investments at 31 March 2022 152,352,376 38,861,130 191,213,506
------------------------------ ------------------------ --------------------------- -----------------
Fair values of financial instruments
The Company determines fair values using other valuation
techniques, based on the IPEV guidelines.
For financial instruments that trade infrequently and have
little price transparency, fair value is less objective, and
requires varying degrees of judgement depending on liquidity,
uncertainty of market factors, pricing assumptions and other risks
affecting the specific instrument.
Company measures fair values using the following fair value
hierarchy that reflects the significance of the inputs used in
making the measurements:
-- Level 1: Inputs that are quoted market prices (unadjusted) in
active markets for identical instruments;
-- Level 2: Inputs other than quoted prices included within
Level 1 that are observable either directly (i.e. as prices) or
indirectly (i.e. derived from prices). This category includes
instruments valued using; quoted market prices in active markets
for similar instruments; quoted prices for identical or similar
instruments in markets that are considered less than active; or
other valuation techniques in which all significant inputs are
directly or indirectly observable from market data;
-- Level 3: Inputs that are unobservable. This category includes
all instruments for which the valuation technique includes inputs
not based on observable data and the unobservable inputs have a
significant effect on the instrument's valuation. This category
includes instruments that are valued based on quoted prices for
similar instruments but for which significant unobservable
adjustments or assumptions are required to reflect differences
between the instruments.
Various valuation techniques may be applied in determining the
fair value of investments held as Level 3 in the fair value
hierarchy. The objective of valuation techniques is to arrive at a
fair value measurement that reflects the price that would be
received to sell the asset or paid to transfer the liability in an
orderly transaction between market participants at the measurement
date.
Valuation models that employ significant unobservable inputs
require a higher degree of management judgement and estimation in
the determination of fair value. Management judgement and
estimation are usually required for the selection of the
appropriate valuation model to be used.
The Investment Manager has selected to use EBITDA/EBIT multiple
models, milestone valuations and recent fundraises for growth
investments and reported net asset value for fund investments in
arriving at the fair value of investments held as Level 3 in the
fair value hierarchy. The effect on the fair value measurements of
Level 3 assets, as a consequence of changing one or more of the
assumptions used to reasonably possible alternative assumptions can
be seen under significant unobservable inputs used in measuring
fair value.
For assets managed and valued by a third party, the fund manager
provides the Company with periodic valuations of the Company's
investment. The Company reviews the valuation methodology of the
third-party manager. If deemed appropriate and consistent with the
Company's reporting standards, the Board will adopt the valuation
prepared by the third-party manager. The Company adjusts the
third-party valuations for any capital calls paid and distributions
received between the underlying managers reporting date and 30
September 2022 to arrive at the Directors' best estimate of fair
value. The estimated valuations therefore do not take into
consideration the unrealised market movements between the
underlying managers reporting date and 30 September 2022. The
valuations that the underlying managers ultimately provide as at 30
September 2022 may therefore materially differ to the latest
valuation report available at the time of preparing these financial
statements.
Fair value hierarchy - Financial assets at fair value through
profit and loss
Financial assets and liabilities
Level Level Level
30 September 2022 1 2 3 Total
GBP GBP GBP GBP
---------------------------------- ------- ----------- ------------ ------------
Equity instruments at fair
value through profit and loss - 12,509,857 186,995,686 199,505,543
----------------------------------- ------ ----------- ------------ ------------
Debt instruments at fair value
through profit and loss - - 45,929,664 45,929,664
----------------------------------- ------ ----------- ------------ ------------
Total investments (Unaudited) - 12,509,857 232,925,350 245,435,207
----------------------------------- ------ ----------- ------------ ------------
Financial assets and liabilities
Level Level Level
31 March 2022 1 2 3 Total
GBP GBP GBP GBP
---------------------------------- ------- ----------- ------------ ------------
Equity instruments at fair value
through profit and loss - 12,269,604 140,082,772 152,352,376
----------------------------------- ------ ----------- ------------ ------------
Debt instruments at fair value
through profit and loss - - 38,861,130 38,861,130
----------------------------------- ------ ----------- ------------ ------------
Total investments (Audited) - 12,269,604 178,943,902 191,213,506
----------------------------------- ------ ----------- ------------ ------------
The following tables shows a reconciliation of the opening
balances to the closing balances for fair value measurements in
level 3 of the fair value hierarchy for the underlying investments
held by the Company.
30 September 2022 31 March 2022
Unquoted investments (including GBP GBP
debt)
----------------------------------- ------------------ --------------
Balance as at 1 April / 1
January 178,943,902 152,597,441
Additional investments 12,216,822 6,255,355
Disposals of investments - (711)
Change in fair value through
profit & loss 41,764,626 20,091,817
Balance as at 30 September
/ 31 March 232,925,350 178,943,902
----------------------------------- ------------------ --------------
Significant unobservable inputs used in measuring fair value
The table below sets out information about significant
unobservable inputs used at 30 September 2022 in measuring
financial instruments categorised as Level 3 in the fair value
hierarchy.
Fair value Fair value
at at Significant
30 September 31 March 2022 unobservable
Description Inputs 2022 - inputs
GBP GBP
------------------------------------- ---------------------------------- --------------- ------------------
Unquoted private equity investments
(including debt) 200,024,712 144,574,447 EBITDA multiple
Unquoted growth capital investments 18,275,335 20,701,585 Milestone
Unquoted private equity investments
(including debt) 14,625,303 13,667,870 TGAV Multiple
232,925,350 178,943,902
------------------------------------- ---------------------------------- --------------- ------------------
Significant unobservable inputs are developed as follows:
-- EBITDA and TGAV multiple: valuation multiples used by other
market participants when pricing comparable assets. Where relevant
and comparable private companies have recently been sold, which are
deemed to be proximate to the Company's investments (based on
similarity of sector, size, geography or other relevant factors),
these multiples are captured for valuation purposes. Where
relevant, or where insufficient private transactions have been
identified, valuation data for public companies may also be
used.
-- Milestone: for assets which have recently completed
fundraising rounds, the Company uses these valuations when
determining its own holding valuations.
Although the Company believes that its estimates of fair value
are appropriate, the use of different methodologies or assumptions
could lead to different measurements of fair value. For fair value
measurements of Level 3 assets, changing one or more of the
assumptions used to reasonably possible alternative assumptions
would have the following effects on the Level 3 investment
valuations:
-- For the Company's investment in Level 3 assets which are
valued using an EBITDA multiple, the valuations used in the
preparation of the financial statements imply an average EBITDA to
Enterprise Value multiple of 8.3x (weighted by each asset's total
valuation). The key unobservable inputs into the preparation of the
valuation of mature Level 3 assets was the EBITDA to Enterprise
Value multiple applied to the asset's financial performance. If
these inputs had been taken to be 10 per cent. higher, the value of
the Level 3 assets and profit for the period would have been
GBP26.8m higher. If these inputs had been taken to be 10 per cent.
lower, the value of the Level 3 assets and profit for the period
would have been GBP26.9m lower.
-- The Company's one investment in a Level 3 asset which is
valued using a TGAV multiple, was valued at 1.2x in the preparation
of the financial statements. The key unobservable inputs into the
preparation of the valuation of mature Level 3 assets was the TGAV
to Enterprise Value multiple applied to the businesses' assets. If
this had been taken to be 10 per cent. higher, the value of the
Level 3 asset and profit for the period would have been GBP2.7m
higher. If these inputs had been taken to be 10 per cent lower, the
value of the Level 3 asset and profit for the period would have
been GBP2.7m lower.
-- For the Company's investment in Level 3 assets which are
valued using Milestone, the use of different methodologies or
assumptions could lead to different measurements of fair value. The
key unobservable inputs into the preparation of the valuation was
the Revenue to Enterprise Value multiple used. If the output had
been taken to be 10% higher, the value of the Level 3 assets would
have been GBP1.8m higher. If the output had been taken to be 10%
lower, the value of the Level 3 assets would have been GBP1.8m
lower.
11. Share Capital
Unaudited Unaudited Audited Audited
30 September 30 September 31 March 31 March
2022 2022 2022 2022
Number GBP Number GBP
Ordinary shares of
GBP0.001 each 60,000,000 60,000 60,000,000 60,000
Deferred shares of
GBP0.001 each - - 49,950,000 49,950
60,000,000 60,000 109,950,000 109,950
-------------------- -------------- -------------- ------------ ----------
-- The number of shares issued and allotted have been paid to
the extent of 60,000,000 shares amounting GBP60,000 as at 30
September 2022 (for the three months ended 31 March 2022:
60,000,000 shares amounting GBP60,000).
-- All deferred shares were repurchased by the company and
cancelled on 7 July 2022 (for the three months ended 31 March 2022:
49,950,000 shares amounting GBP49,950).
-- All ordinary shares have the same voting rights, preferences,
and no restrictions on the distribution of dividends and the
repayment of capital.
-- All deferred shares have no voting rights and are not
entitled to the distribution of dividends and the repayment of
capital.
12. Basic and diluted profit per share (pence)
Basic profit per share is calculated by dividing the profit of
the Company for the period attributable to the ordinary
shareholders of GBP40,891,556 (for the six months ended 30
September 2021: profit of GBP50,938,330) divided by the weighted
average number of shares outstanding during the period of
60,000,000 (for the six months ended 30 September 2021:
60,000,000).
Diluted profit per share is calculated by dividing the profit of
the Company for the period attributable to the ordinary
shareholders GBP40,891,556 (for the six months ended 30 September
2021: profit of GBP50,938,330) divided by the weighted average
number of ordinary shares outstanding during the period, as
adjusted for the effects of all dilutive potential ordinary shares,
of 60,402,500 (for the six months ended 30 September 2021:
60,250,000).
13. NAV per share (pence)
The Company's undiluted NAV per share of 384.93 pence (for the
three months ended 31 March 2022: 316.86 pence) is based on the net
assets of the Company at the period end of GBP230,960,124 (for the
three months ended 31 March 2022: GBP190,118,508) divided by the
shares in issue at the end of the period of 60,000,000 (for the
three months ended 31 March 2022: 60,000,000).
The Company's diluted NAV per share of 383.87 pence (for the
three months ended 31 March 2022: 316.19 pence) is based on the net
assets of the Company at the period end of GBP230,960,124 (for the
three months ended 31 March 2022: GBP 190,118,508 ), plus
GBP908,950 which the Company will receive as proceeds from the
exercise of warrants, divided by the shares in issue at the end of
the period, as adjusted for the effects of dilutive potential
ordinary shares of 60,402,500 (for the three months ended 31 March
2022: 60,302,500).
14. Reserves
The following are the reserves with the entity as on 30
September 2022:
-- Share Capital: Capital issued and paid to the extent of GBP60,000.
-- Share Premium: Premium above par value issued and fully paid.
-- Retained Earnings: Accumulated profits and losses less any dividends paid.
15. Related party transactions
Two Directors of the Company are designated members of the
Investment Manager, Literacy Capital Asset Management LLP
("LCAM").
Total expenses through the statement of comprehensive income
with LCAM during the period was GBP1,146,808 (for the six months
ended 30 September 2021: GBP778,831). The total expense related to
the rendering of AIFM services during the period. At the period end
the balance due to be paid to the LLP for these services was
GBP293,882 (for the three months ended 31 March 2022:
GBP62,838).
The Company recognises Bookmark Reading Trading Limited as a
related party because Sharon Pindar, wife of Paul Pindar, is a
Director in Bookmark Reading Trading Limited.
The Company also recognises Bookmark Reading Charity as a
related party for the same reason as mentioned above for Bookmark
Reading Trading Limited.
The total payments made during the period was GBP1,351,872 (for
the six months ended 30 September 2021: nil). The Company has a
provision or charity and other donation payments amounting to
GBP1,850,972 (for the three months ended 31 March 2022:
GBP2,141,036). Out of this provision, certain donations will be
made to Bookmark Reading Trading Limited and Bookmark Reading
Charity.
16. Capital Commitments
Further capital commitments of EUR3,685,721 (for the three
months ended 31 March 2022: EUR4,323,240), GBP294,530 (for the
three months ended 31 March 2022: GBP294,530) and $1,200,000 (for
the three months ended 31 March 2022: $1,200,000) remain
outstanding and are yet to be drawn down.
17. Subsequent events
BOOK invested further capital in Oxygen Freejumping in early
November 2022 to support its acquisition of RedKangaroo. This
investment was funded by a drawdown being made under BOOK's
existing RCF.
18. Ultimate controlling party
Literacy Capital plc does not have an ultimate controlling
party.
Alternative Performance Measures
As well as financial performance, the Board of Directors and
Investment Manager monitor Alternative Performance Measures. An APM
is a numerical measure of the Company's historical or current
performance. The following APMs are typically used within the
investment trust sector to provide additional information to
shareholders and other readers to help assess performance.
Total Return
Share price and NAV total returns show how the share price and
NAV have performed over the six month period to 30 September
2022.
Share price mid-point NAV per Share
Opening at 1 April 2022 297.0p 320.0p
Closing at 30 September 2022 388.0p 384.9p
-------------------------------------- ---------------------- --------------
Change in six months to 30 September
2022 30.6% 20.3%
-------------------------------------- ---------------------- --------------
Dividends declared or paid - -
-------------------------------------- ---------------------- --------------
Total return in six months to
30 September 2022 30.6% 20.3%
-------------------------------------- ---------------------- --------------
Share Price Premium or Discount
The table below shows the amount by which the share price
mid-point is either higher (premium) or lower (discount) than the
NAV per share, expressed as a percentage of the NAV per share.
30 Sep 2022
Share price mid-point 388.0p
NAV per share 384.9p
----------------------- ------------
Share price premium 0.8%
----------------------- ------------
Ongoing Charges
The ongoing charges are calculated in line with guidance issued
by the Association of Investment Companies ('AIC') and capture
management fees and expenses, which are operational and recurring
by nature but excluding finance costs, incurred by the Company. The
calculation does not include the expenses or management fees
incurred by any underlying funds or portfolio companies. As a
result of BOOK now having investment trust status, irrecoverable
VAT on the investment management fee in 2021 has been removed for
comparability, as this is no longer recurring.
The calculation is based on the ongoing charges expressed as a
percentage of the average quarterly NAV figures published during
the six month period to 30 September 2022.
BOOK's ongoing charges, excluding the 0.9% annual charitable
donation provision, were calculated as 1.29%
(30 September 2021: 1.59%).
BOOK's ongoing charges, including the 0.9% annual charitable
donation provision, were calculated as 2.33%
(30 September 2021: 2.81%).
BOOK's investment management fees and charitable donation are
calculated as 0.9% of net assets at the end of the financial
period, which allows these costs to be calculated based on audited
net asset figures, rather than unaudited quarterly figures. This
translates into slightly higher ongoing charges and donations,
compared to the AIC's suggested calculation which uses average net
assets in the period, if net assets grow in the period.
Corporate Information
Directors
Paul Pindar
Richard Pindar
Kevin Dady
Simon Downing
Christopher Sellers
Rachel Murphy
Registered Number
10976145
Registered Office
3(rd) Floor, Charles House
5-11 Regent Street St James's
London
SW1Y 4LR
Service Providers
Investment Manager English Legal Adviser to the Company
Literacy Capital Asset Management Travers Smith LLP
LLP 10 Snow Hill
London
EC1A 2AL
Company Secretary Independent Auditor
Literacy Capital Asset Management Mazars LLP
LLP The Pinnacle
160 Midsummer Boulevard
Milton Keynes
MK9 1FF
Corporate Broker Bankers
Singer Capital Markets Securities Santander UK plc
Limited 2 Triton Square
One Bartholomew Lane Regent's Place
London London
EC2N 2AX NW1 3AN
Administrator Depositary
EPIC Administration Limited Indos Financial Limited
Audrey House The Scalpel
16-20 Ely Place 18(th) Floor
London 52 Lime Street
EC1N 6SN London
EC3M 7AF
Registrar
Link Market Services Limited
Central Square
10(th) Floor
29 Wellington Street
Leeds
LS1 4DL
Shareholder Information
Key Dates
November 2022 Half-yearly results announced, following the 31 March 2022 year-end
December 2022 Company's usual year-end resumes
March 2023 Annual report and financial statements published
June 2023 Company's half year-end
Frequency of NAV Publication
The Company's unaudited NAV is released to the London Stock
Exchange on a quarterly basis, in January, April, July and October,
typically within four weeks of the quarter end.
Annual and half-yearly report
Copies of the Company's Annual and Half-yearly Reports, stock
exchange announcements and further information on the Company can
be obtained from the Company's website www.literacycapital.com
.
Identification codes
Admission to trading: Specialist Fund Segment (SFS)
Ticker: BOOK
ISIN: GB00BMF1L080
Contacting the Company
Shareholder queries are welcomed by the Company. While any
queries regarding your shareholding should be directed to the
Registrar, shareholders who wish to raise any other matters with
the Company may do so via the registered office of the company (see
Corporate Information section).
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END
IR DZMMMRKRGZZM
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