26 February
2025
Strategic Equity Capital plc (‘SEC’)
Legal
Entity Identifier: 2138003R5GB8QZU2G577
Report & Financial Statements for the half-year ended
31 December 2024
FINANCIAL SUMMARY
Capital
Return
|
As
at 31 December 2024
|
As at 30
June 2024
|
As at 31
December 2023
|
Six months
% change to 31 December 2024
|
Net asset
value (“NAV”) per Ordinary shareǂ
|
358.41p
|
396.87p
|
345.83p
|
(9.7)%
|
Ordinary
share price
|
331.00p
|
365.50p
|
320.50p
|
(9.4)%
|
Comparative
index*
|
5,863.19
|
5,687.19
|
5,353.66
|
3.1%
|
Discount1
of
Ordinary share price to NAV
|
(7.6)%
|
(7.9)%
|
(7.3)%
|
|
Average
discount of Ordinary share price to NAV for the
period1
|
(7.8)%
|
(7.6)%
|
(8.0)%
|
|
Total
assets (£’000)
|
167,072
|
191,683
|
169,447
|
(12.8)%
|
Equity
shareholders’ funds (£’000)
|
166,733
|
189,965
|
168,512
|
(12.2)%
|
Ordinary
shares in issue with voting rights
|
46,520,577
|
47,865,450
|
48,726,211
|
|
Performance
|
Six
month period to 31 December 2024
|
Year ended
30 June 2024
|
Six month
period to 31 December 2023
|
NAV total
return for the period1
|
(8.8)%
|
16.6%
|
1.7%
|
Share
price total return for the period1
|
(8.5)%
|
19.2%
|
4.6%
|
Comparative
index total return for the period*
|
5.2%
|
18.5%
|
9.6%
|
Ongoing
charges - annualised1
|
1.20%
|
1.20%
|
1.19%
|
Ongoing
charges (including
performance fee) - annualised1
|
1.20%
|
2.03%
|
1.41%
|
Revenue
return per Ordinary share
|
3.70p
|
4.15p
|
2.74p
|
Dividend
yield
|
n/a
|
0.96%
|
n/a
|
Proposed
final dividend for the period
|
n/a
|
3.50p
|
n/a
|
ǂ Net asset
value or NAV, the value of total assets less current liabilities.
The net asset value divided by the number of shares in issue
produces the net asset value per share.
* FTSE
SmallCap (ex Investment Trusts) Index.
1 Alternative
Performance Measure.
Interim
period’s Highs/Lows
|
High
|
Low
|
NAV per
Ordinary share
|
407.44p
|
326.54p
|
Ordinary
share price
|
379.00p
|
307.00p
|
The Report
& Financial Statements for the six months ended 31 December 2024 can be accessed via the
Company’s website at:
www.strategicequitycapital.com or by
contacting the Company Secretary as below.
Copies of
this announcement, annual and half-year reports, quarterly update
presentations and other corporate information can be found on the
Company’s website at:
www.strategicequitycapital.com
For further information, please
contact:
Strategic
Equity Capital plc
William
Barlow (Chairman)
|
(via
Juniper Partners)
+44 (0)131
378 0500
|
Liberum
Capital Limited (Corporate Broker)
Chris
Clarke
Darren
Vickers
Owen
Matthews
|
+44 (0)20
3100 2000
|
Juniper
Partners Limited (Company Secretary)
Steven
Davidson
|
+44 (0)131
378 0500
|
KL
Communications (PR Adviser)
Charles
Gorman
Adam
Westall
Charlotte
Francis
|
gh@kl-communications.com
+44 (0)20 3995 6673
|
Chairman’s
Statement
In a
challenging economic backdrop, the Company’s NAV per share (on a
total return basis) decreased by 8.8% during the six months to
31 December 2024. The FTSE Small Cap
(ex Investment Trusts) Index (“FTSE Small Cap Index”) total return,
against which the Company’s performance can be compared, rose by
5.2%. Over the same period, the Company’s share price total return
decreased by 8.5%. The underperformance relative to the reference
index was primarily due to the portfolio’s exposure to AIM quoted
companies, accounting for c.65% of NAV as at 31 December 2024, which experienced broad
valuation de-rating during the period due to negative sentiment
around the 2024 Autumn Budget. While the returns for the six-months
to 31 December 2024 are
disappointing, the concentrated nature of the Company’ portfolio
can result in uneven performance. To illustrate this point, in the
year to 30 June 2024, the Company’s
share price total return was 19.2% versus the FTSE Small Cap Index
of 18.5% over the same period. And for the year ended 30 June 2023 the figures were 11.2% and (0.4)%
respectively. Despite this volatility of returns over specific
short-term timeframes, and the challenging performance in the six
months to 31 December 2024, the
longer term performance of the Company compares more favourably to
its reference index.
The
six-month period to 31 December 2024
was characterised by a combination of domestic and global political
uncertainty which adversely affected UK equity markets, with a
particularly acute impact for UK smaller companies. Many policies
announced in the Autumn budget were received negatively by
investors, not least the reduced inheritance tax relief on AIM and
the higher corporate costs precipitated by changes to national
minimum wage and national insurance legislation. Whilst such
uncertainty poses a short-term headwind to equity valuations (and,
by extension, the Company’s investment performance), it will also
present opportunities for your Investment Manager to capitalise on
increasingly attractive investment opportunities over the longer
term.
The
Company’s investment portfolio remains highly concentrated with
approximately 78% of the Company’s Net Asset Value (“NAV”) made up
of the top ten holdings at 31 December
2024. As in prior periods, the Investment Manager has
undertaken a detailed review of the valuations of these key assets
including benchmarking them against the valuations applied to
private market transactions for comparable businesses. This
analysis, which indicates a substantial margin of safety across the
portfolio, was partially corroborated during this six-month period
when one portfolio holding (Alpha Financial Markets Consulting) was
acquired by Private Equity firm Bridgepoint. The reported
transaction multiple of approximately 15x EBITDA reflected a
significant premium to the company’s quoted market valuation, and
was consistent with the private market transaction valuation
precedents considered by the Investment Manager at the time of its
investment.
The
Company is positioned as a high conviction concentrated portfolio
of high-quality businesses at attractive valuations that have the
potential to be strategically valuable. As such, corporate activity
continues to be an important source of investment returns in a
challenging equity market backdrop with depressed valuation
multiples. This, together with the underlying financial health of
the portfolio, provides the Board with confidence that our
investment management team will be able to generate good long-term
returns for shareholders in the Company.
Despite a
challenging market backdrop for UK small cap equities and the
Investment Trust sector, the Board notes the progress made in the
following key areas in the last three years:
-
Reduction
in the Company’s discount to NAV – average
discount reduced from 15.3%
(30
September 2020, the date of the appointment of Ken Wotton as Investment Manager, to
9 February 2022) to
8.1%
(9
February 2022 to 31 December
2024) and a period end discount of 7.6%.
The peer group average discount over the same period increased from
11.6% to 13.5%.
-
Greater
alignment with the Investment Manager – Gresham
House shareholding increased from 5.4%
(February
2022) to 10.2%
(December
2024).
-
Diversification
of the shareholder register –
percentage of share capital held outside the two largest
shareholders increased from c.60% to c.74%, with a number of new
retail and wealth management investors.
As
announced by the Company on 9 February
2022 and reiterated in subsequent publications, shareholders
will be provided with a 100% realisation opportunity in 2025 (the
“2025 Realisation Opportunity”).
The
structure and timing of the 2025 Realisation Opportunity will be
communicated by the Board in due course, having given careful
consideration to the various options available to maximise
shareholder value and having consulted the Company’s major
shareholders. In particular, given the concentrated and less liquid
nature of the Company’s investment portfolio, any mechanism to
realise liquidity would require striking a balance between the pace
of realisation and value protection for all
shareholders.
An
overview of the reporting period, performance, and portfolio is
discussed in detail in the Investment Manager’s Report.
The
Investment Manager’s differentiated “private equity” style
investment process, outlined in more detail in the Investment
Manager’s Report, aims to provide attractive medium to long term
returns that are less correlated to UK equity market
performance.
As a
direct result of our deliberate and distinctive investment process,
the Company provides notable benefits for investors:
Since the
appointment of Ken Wotton as the
Lead Fund Manager of the portfolio in September 2020, the Company’s shares have
produced a total return of 77.1% which compares to the total return
from the FTSE Small Cap Index of 78.1% over the same period. This
performance, broadly matching the index, is a result of both the
portfolio’s NAV performance (which was below the benchmark) and the
narrowing of the discount following the Board’s measures to target
this metric. The portfolio has been carefully constructed with the
objective of delivering real returns. There continues to be clear
and significant M&A interest in UK equities due to attractive
valuations, with several portfolio companies attracting takeover
interest during the calendar year. However, it is worth noting that
the top four of the Company’s performance contributors during the
period were not influenced by takeover activity. This highlights
that, while takeover activity can enhance portfolio performance,
significant organic shareholder returns can also be achieved
through diligent stock selection and a focus on high-quality
businesses.
For
investors looking for high quality small cap UK equity exposure,
the Company offers low correlations and a low beta to the broader
market. When combined with valuation discipline and a fundamentals
based approach to stock selection, this provides a strong margin of
safety to underpin the long-term upside potential of the
portfolio.
The
Company currently offers investors an attractive discount at four
different levels:
-
UK
equities stand at a substantial discount to global markets,
currently at levels last seen in the 1990s;
-
Within the
UK market, smaller capitalisation stocks trade at a notable
discount to large caps;
-
The
Company’s portfolio of underlying companies trade at a discount
relative to history and the wider smaller companies universe
despite higher quality financial characteristics; and
-
Investors
are today able to purchase the Company’s shares at a discount to
NAV.
Discount
and Discount Management
The
average discount to NAV of the Company’s shares during the period
was 7.8%, compared to the equivalent 8.0% figure from the prior
year. The discount range was 4.1% to 10.3%. The peer group average
discount was 12.0% over the same period.
Encouraging
progress continues to be made to address the persistent share price
discount to NAV experienced by the Company. Some of the measures
adopted include: a buy back policy to return up to 50 per cent. of
proceeds from profitable realisations, at greater than a 5 per
cent. discount on an ongoing basis, in each financial year; an
ongoing commitment by Gresham House to reinvest 50 per cent. of its
management fee per quarter in shares if the Company’s shares trade
at an average discount of greater than 5 per cent. for the quarter;
and the deferral of an annual continuation resolution in favour of
the implementation of a 100 per cent. realisation opportunity for
shareholders in 2025.
Since
9 February 2022, the date on which
the Company announced a series of measures designed to reduce the
discount to NAV, the Company has bought back (via Tender Offer and
on-market buybacks) £52.8m of share capital, equating to 27.1% of
shares outstanding as at 9 February
2022.
Marketing
Presenting
a clear, consistent and distinctive message to the market has been
the focus of our efforts, as the Board continues to oversee the
implementation of the marketing plan and strategy to broaden the
shareholder base against a challenging market backdrop.
Communicating
differentiation through a range of marketing activities has
included a retail-focused advertising campaign, an extensive PR
campaign and content creation throughout the period. There have
also been regular commentaries and webinars to keep shareholders
and prospective investors up to date with portfolio developments
and performance.
All these
activities have provided the opportunity to highlight the
Investment Manager’s distinctive and highly disciplined investment
approach, coupled with constructive, active corporate
engagement.
This
messaging is reflected in all communications including on the
Company’s webpage (www.strategicequitycapital.com).
The Board
values the importance of marketing and distribution more broadly,
to build the profile and positioning of the Company over
time.
Gearing
and Cash Management
The
Company has maintained its policy of operating without a banking
loan facility. This policy is periodically reviewed by the Board in
conjunction with the Investment Manager and remains under
review.
Dividend
The
Directors continue to expect that returns for shareholders will
derive primarily from the capital appreciation of the shares rather
than from dividends. In line with previous years, the Board does
not intend to propose an interim dividend.
Outlook
Global and
domestic macroeconomic uncertainty have been a common theme of the
six-month period to 31 December 2024,
supplemented by ongoing geopolitical uncertainty. Domestically,
sentiment has been dominated by the policy announcements in the
2024 Autumn Budget, which have led to widespread uncertainty around
corporate earnings sustainability, particularly in labour-intensive
industries, in addition to questions around the long-term outlook
for the AIM market given the reduction in inheritance tax (“IHT”)
relief and implications for asset allocation and flows into that
market.
Notwithstanding
the recent sentiment towards the AIM market, which has translated
into short-term selling pressure and de-rating across AIM quoted
companies, the Investment Manager believes that this is a
transitory phenomenon and that AIM should continue to thrive in the
medium to long term as an attractive source of growth capital and
investment opportunities. The Investment Manager draws confidence
from the relative resilience of its investment portfolio, and
notwithstanding short-term market sentiment it does not believe
that recent political developments have materially impacted the
long-term expected returns of the portfolio companies.
The
Investment Manager is encouraged by the positive news flow from the
portfolio companies, with the majority of news releases
demonstrating in-line to positive developments. Valuations across
the portfolio are highly attractive versus history, large-cap UK
equities, overseas comparable equities, and recent comparable
M&A transaction multiples. In contrast to the strong long term
portfolio performance since the Investment Manager’s appointment,
the relative weakness during this six-month period was driven by
negative sentiment across a small number of holdings.
Two key
strands of the Investment Manager’s investment approach support its
ability to actively manage the portfolio towards outperformance in
2025. Firstly, the Investment Manager’s portfolio construction is
focused on defensive characteristics including structural growth
trends, non-cyclical markets, and high-quality financials
(including c.20% average EBITDA margins, strong cash generation,
and very low financial leverage), affording greater resilience than
the wider UK economy to external shocks. Secondly, the Investment
Manager’s consistent and repeatable private equity approach to UK
public market investing, leveraging a high-quality expert network
to independently validate key investment judgements, provides a
sustainable ‘edge’ over the wider market in terms of investment
appraisal and portfolio monitoring. The Investment Manager’s
‘Strategic Public Equity’ constructive engagement approach is a
cornerstone of this strategy, enabling us to support companies in
delivering enhanced shareholder value.
Encouragingly,
early indications from 2025 are positive for the portfolio’s worst
detractors in the six-month period to 31
December 2024, with the majority of those detractors
demonstrating a positive contribution to returns in the year to
date. Furthermore, the Investment Manager is confident in the
significant growth potential across the remaining portfolio,
believing that the resilient positioning of the Company’s holdings
should enable it to perform strongly in the medium to long
term.
The Board,
once again, thanks you for your continued support.
William Barlow
Chairman
25 February 2025
Investment
Manager’s Report – Introduction
Why
Strategic Equity Capital?
Expertise
and Proven Track Record
Strategic
Equity Capital benefits from the specialist expertise of fund
manager Ken Wotton and his team, who
excel in identifying compelling investment opportunities within UK
smaller companies. With a demonstrable long-term track record, the
team focuses on companies that operate in sectors or niche markets
offering potential for structural growth or opportunities to gain
market share.
A
Distinctive Approach
The
Investment Manager applies Gresham House’s highly disciplined
private equity methodology in the public markets, combining
constructive corporate engagement with rigorous due diligence. This
approach has proven effective in generating strong returns. The
Investment Manager can invest strategically to support companies in
various ways, including:
-
providing
primary capital;
-
facilitating
strategic shifts or operational improvements; and
-
acting as
a catalyst for mergers and acquisitions.
Powerful
Network
The
Investment Manager’s network of advisers and connections provides
challenge, validation and insight to the investment team, which in
turn drives better decision-making, stock-selection and ultimately,
value to shareholders. The network and advisers can also be
connected to portfolio companies to support their
growth.
Active
and Engaged
SEC
maintains a highly concentrated portfolio of 15-25
companies, allowing the investment team to engage actively with
investee companies to build superior shareholder value. The
investment trust structure further enables the team to take a
long-term approach, focusing on high-conviction
investments.
Our
investment approach is built on fundamental analysis, prioritising
business quality, downside risk mitigation, and long-term value
creation. Through targeted due diligence, we focus on critical
judgements and key risk areas, using our proprietary network to
gain deeper insights. This disciplined approach enables us to
objectively compare investments, ensuring informed decision-making
that strengthens portfolio construction and overall risk
management.
Our
Strategic Public Equity Strategy
The
appointment of Gresham House as Investment Manager in May 2020, and Ken
Wotton as Lead Fund Manager in September 2020, marked a strategic refocus,
ensuring the investment strategy is rigorously applied and
effectively leverages the extensive resources of the Gresham House
Strategic Equity team, the broader Group platform, and its network.
This strategy is detailed in the Company’s 2024 Annual
Report.
Strong
fundamentals:
Investments
are made in companies that demonstrate a profitable business model,
strong cash generation, attractive returns on capital, and superior
operating margins.
Investment
Focus
Our
investment focus is to invest into high quality, publicly listed
companies which we believe can materially increase their value over
the medium to long term through strategic, operational or
management change. To select suitable investments and to assist in
this process we apply our proprietary Strategic Public Equity
(“SPE”) investment strategy. This includes a much higher level of
engagement with management than most investment managers adopt and
is closer in this respect to a private equity approach to investing
in public markets companies. Our path to achieving this involves
constructing a high conviction, concentrated portfolio; focusing on
quality business fundamentals; undertaking deep due diligence
including engaging our proprietary network of experts and assessing
ESG risks and opportunities through the completion of the ESG
decision tool; and maintaining active stewardship of our
investments.
Through
constructive, active engagement with the management teams and
boards of directors, we seek to ensure alignment with shareholder
objectives and to provide support and access to other resource and
expertise to augment a company’s value creation strategy. We are
long-term investors and typically aim to hold companies for
three-to-five years to back a thesis that includes an entry and
exit strategy and a clearly identified route to value creation. We
have clear parameters for what we will invest in and areas which we
will deliberately avoid.
Smaller
Company Focus
We believe
that UK Smaller Companies represent a structurally attractive part
of the public markets. Academic research demonstrates that smaller
companies in the UK have delivered substantial outperformance over
the long term. This is partially because there are a large number
of under-researched and under-owned businesses that typically trade
at a valuation discount to larger companies and relative to their
prospects. A highly selective investor with the resources and
experience to navigate successfully this part of the market can
find exceptional long-term investment opportunities.
Key
Attractions of Smaller Companies:
Inefficient
Markets: Smaller
companies are often under-researched,
presenting opportunities for those willing to devote time and
resources.
Large
Universe: Most
UK-listed companies fall into the smaller companies category, with
two-thirds having a market capitalisation below £500m, offering a
wide array of opportunities.
Valuation
Discounts: These
discounts present attractive entry points where the intrinsic value
of a company’s long-term prospects is undervalued.
M&A
Activity: Smaller
companies often offer strategic opportunities within their niche
markets and can become attractive acquisition targets for both
trade and private equity buyers.
Portfolio
Construction
We
maintain a concentrated portfolio of 15-25 high conviction holdings
with prospects for attractive absolute returns over our investment
holding period. The majority of portfolio value is likely to be
concentrated in the top 10 holdings, with other positions
representing smaller initial “toehold” investments where we are
awaiting a catalyst to increase our stake to an influential,
strategic level. Bottom up stock picking determines SEC’s sector
weightings, which are not explicitly managed relative to a target
benchmark weighting. The absence of certain sectors such as oil
& gas, mining, and banks, as well as limited exposure to
overtly cyclical parts of the market, typically result in a
portfolio weighted towards businesses with sustainable profit and
cash generation characteristics. This is further reinforced by the
absence of early stage or pre-profit businesses from the
portfolio.
As a
result, whilst the portfolio’s sector composition may vary between
reporting periods, over the long term it is expected to comprise
primarily technology, healthcare, business services, financials and
industrials businesses.
The
underlying value drivers are typically company specific and they
exhibit limited correlation even within the same broad sectors. Our
smaller company focus and specialist expertise leads us to
prioritise companies with a market capitalisation between £100m and
£300m at the point of investment. This focus, in combination with
the size of the Company and its concentrated portfolio approach,
provides the potential to build a strategic and influential stake
in the highest conviction holdings. In turn this provides a
platform to maximise the likelihood that our constructive active
engagement approach will be effective and ultimately successfully
contribute to shareholder value creation. Once purchased there is
no upper limit restriction on the market capitalisation of an
individual investment. We will run active positions regardless of
market capitalisation provided they continue to deliver the
expected contribution to overall portfolio returns and subject to
exposure limits and portfolio construction
considerations.
Constructive
Active Engagement Approach
SEC
strives to build consensus with stakeholders, aiming to unlock
shareholder value and create stronger businesses in the long term.
Our objective is to foster a constructive dialogue with management,
positioning the Gresham House Asset Management (‘GHAM’) team and
its network as trusted advisers. With a highly focused portfolio,
SEC’s management team can develop a deep understanding of its
portfolio companies and their potential.
Where
appropriate the GHAM team is able to leverage its combined interest
in an SEC portfolio company, where additional shareholdings are
held within other GHAM-managed investment vehicles, in order to
maximise its engagement efficacy with the portfolio
company.
The team
engages with company management and boards in several areas,
including:
-
Strategy:
Ensuring
that business strategy and operations align with long-term value
creation and focus on building strategic value within a company’s
market.
-
Corporate
Activity: Supporting
acquisition and divestment activities through advice, network
introductions, and cornerstone capital.
-
Capital
Allocation: Optimising
capital allocation by prioritising the highest return and
value-added projects.
-
Board
Composition: Ensuring
boards are appropriately balanced and introducing high-quality
candidates as needed.
-
Management
Incentivisation: Aligning
management incentives with long-term shareholder value.
-
ESG:
Leveraging
GHAM’s sustainable investing framework to identify, understand, and
monitor key ESG risks and opportunities, with a particular focus on
corporate governance.
-
Investor
Relations: Assisting
management teams in refining their equity story and targeting
investor relations activities to ensure market understanding and
value creation.
Engagement
is undertaken privately, leveraging the resources of the Gresham
House group. We also seek to introduce portfolio companies to our
network, supporting initiatives to create shareholder value. In
summary, we follow a practice of constructive corporate engagement,
working collaboratively with management teams and like minded
co-investors to enhance shareholder value.
Investment
Manager’s Report for the half-year ended 31
December 2024
1)
Overview
Over the
six months to 31 December 2024, the
FTSE Smaller Companies (ex Investment Trusts) Index increased by
5.2% on a total return basis, outperforming both the FTSE All Share
(+0.4%) and the FTSE AIM All Share (-5.9%). The AIM market in
particular has faced a combination of headwinds, with the broader
UK equity allocation and net flows dynamic being exacerbated by
AIM-specific concerns following the 2024 UK Autumn Budget, notably
the reduction of IHT relief. This has led to substantial selling
pressure on AIM quoted companies, even where the operating
fundamentals of those companies have evolved positively during the
period. As a bellwether of sentiment towards the AIM market, in
several recent instances (both inside and outside the Company’s
portfolio), AIM quoted companies have opted to migrate to the LSE
Main Market, notwithstanding that a material proportion of their
respective shareholders bases would become “forced sellers”
following their departure from AIM. Whilst the Investment Manager
remains optimistic regarding the long term future of the AIM market
as a source of growth capital for smaller companies and of
attractive investment opportunities, the recent headwinds and
sentiment shift experienced by the AIM market have had a negative
impact on performance of the company’s portfolio in the six month
period, with c.65% of NAV at 31 December
2024 comprising AIM quoted companies.
We
continue to focus on bottom-up stock selection and on opportunities
where structural growth themes and/or self-help levers dilute the
impact of broader economic and market fluctuations. Our consistent
investment philosophy, strong relationships with company management
teams, and extensive specialist network continue to underpin our
confidence in the portfolio. We remain committed to high-quality
businesses with clear value creation strategies, long-term demand
drivers, and durable competitive advantages.
Looking
forwards, however, the value opportunity for UK small cap equities
appears to be compelling, with many companies trading at
substantially discounted valuations versus their own histories,
versus international quoted peers, and versus comparable private
M&A transactions. However, bottom-up fundamental analysis is
critical to exploit areas of undervaluation and avoid investing in
so called “value traps”, which suits the private equity investing
approach taken by the Investment Manager.
2)
Portfolio
Overview
The
portfolio remained highly focused with a total of 16 holdings and
the top 10 accounted for approximately 78% of the NAV at the end of
the period. 1.4% of the NAV was held in cash at period
end.
Two new
holdings were established during the period; Diaceutics,
an outsourced provider of data analytics and services to the
pharmaceutical sector, and Next
15 Group, a
digital marketing agency specifically focused on technology
companies. Both companies were well known to the Investment Manager
prior to investment, and were subject to additional due diligence
in conjunction with the Investment Manager’s network of sector
experts.
One
holding was exited during the period, Alpha
Financial Markets Consulting (annualised
IRR of 155.3%), pursuant to its Recommended Cash Offer from
Bridgepoint Group.
In
addition, whilst not a full exit, a partial divestment of
XPS
Pensions Group (“XPS”) was made
during the period, realising £31m in proceeds, and reducing the
holding from 22.9% of NAV at 30 June
2024 to 9.5% of NAV at 31 December
2024. XPS has been a core investment within the portfolio
for a number of years, and a strong contributor to performance,
with the realised proceeds generating a multiple on investment of
2.4x1.
XPS was included in the FTSE 250 Index from June 2024 onwards, which allowed the Investment
Manager to capitalise on a significant liquidity pool to reduce its
position. Following further share price appreciation by period end,
as at 31 December 2024 XPS’ realised
and unrealised value in aggregate represented a multiple on
investment of 2.7x1.
SEC
currently has a number of key holdings that we believe trade at
material valuation discounts to comparable private market
transaction values, which provides a strong margin of safety
underpinning the long term upside potential of the portfolio.
Towards the latter end of the period in particular, the portfolio
experienced valuation de-rating in spite of broadly positive
operational performance and outlook. For example, from September 2024 to December
2024, portfolio forecast EBITDA growth rose from 9% to over
10%, and leverage fell from 0.2x EBITDA to 0x EBITDA, whilst
portfolio EV/EBITDA fell from 8.2x to 7.6x. This reflects
broad-based selling pressure across the market, particularly for
AIM quoted stocks following the 2024 Autumn Budget.
Changes in
sector weightings have seen our Technology exposure increase from
25.1% to 31.5%, with Consumer exposure increasing from 1.0% to
5.0%. The largest change has been the decrease in exposure to
Industrial Goods and Services from 11.4% to 3.1%, which reflects
the reclassification of Ricardo
from
Industrial Goods and Services to Business Services. This follows
Ricardo’s announced disposal of its defence business, and
acquisition of an environmental consulting business, which pivot’s
the group’s offering more towards business services.
1
Based on a
30 September 2020 starting point,
when Ken Wotton became Investment
Manager of the Company.
3)
Detailed
Performance Overview
Following
a prior period of strong investment performance, the NAV decreased
by 8.8%, on a total return basis, over the six months to
31 December 2024, closing at 358.4p
per share. The Company underperformed the FTSE Smaller Companies
(ex Investment Trusts) index which increased by 5.2%.
Encouragingly, none of the portfolio’s five largest detractors
during the period (all of which are AIM quoted) have led the
Investment Manager to change its long term investment thesis. AIM
quoted companies both within the portfolio and across the AIM index
have suffered from negative sentiment during the six months to
31 December 2024. Prior to the 2024
Autumn Budget this was driven by market uncertainty and speculative
commentary around potential changes to IHT relief for AIM quoted
companies, which saw widespread selling ahead of the Budget
announcement. Following the Autumn Budget, which halved the IHT
relief applicable to AIM quoted companies, sentiment has remained
negative driven by the view that future asset allocation (and
therefore investment flows) towards AIM will be less favourable
than historic levels. Furthermore, recent newsflow from a number of
AIM companies confirming (or contemplating) their intentions to
migrate from AIM to the Main Market has weighed on sentiment
towards the AIM market.
Whilst the
Investment Manager does not place material emphasis on short term
trading performance, it is notable that the majority of these
detractors have delivered positive contributions post period
end2,
with three of the five in-period detractors – Fintel,
Everplay Group
(formerly named Team17 Group) and Inspired contributing an
aggregate +342bps of performance in the year to
date2.
Despite
the market volatility experienced over the year, we remain
confident about the resilient underlying fundamentals of the
portfolio companies and their ability to withstand the
macroeconomic headwinds that look set to persist through the
current financial year.
2
As at
14 February 2025.
Top
Five Absolute Contributors to Performance
Security
|
Valuation
31
December
2024
£’000
|
Period
Contribution
to
return
(basis
points)
|
XPS
Pensions Group
|
15,896
|
213
|
Netcall
|
11,018
|
89
|
Costain
Group
|
12,904
|
82
|
Trufin
|
10,135
|
76
|
Alpha
Financial Markets Consulting
|
-
|
7
|
XPS
Pensions Group, a
pensions consulting, advisory and administration services provider,
which reported interim results demonstrating further trading
momentum with double-digit growth across all divisions and
operating margin expansion; Netcall,
a provider of AI-driven process automation and customer engagement
solutions, following full-year results which showed exceptional 58%
growth in profit before tax and relayed a confident outlook;
Costain
Group, a
specialist infrastructure construction, consultancy and engineering
business, which continues to demonstrate positive orderbook
momentum particularly in the water sector with a number of AMP8
framework wins; Trufin,
a provider of financing, payment and video game publishing software
and services, following two unscheduled trading updates which both
materially increased already upgraded full-year earnings guidance
due to the continued sales momentum of two games within the games
label division, Playstack; and Alpha
Financial Markets Consulting, a
specialist financial services focused consultancy business,
following its Recommended Cash Offer from Bridgepoint
Group.
Bottom
Five Absolute Contributors to Performance
Security
|
Valuation
31
December
2024
£’000
|
Period
Contribution
to
return
(basis
points)
|
Iomart
Group
|
12,589
|
(436)
|
Inspired
|
4,168
|
(168)
|
Brooks
Macdonald
|
16,346
|
(124)
|
Everplay
Group (formally Team17 Group)
|
10,886
|
(113)
|
Fintel
|
12,686
|
(102)
|
In
challenging equity market conditions (particularly for AIM quoted
investments), certain portfolio holdings suffered from share price
weakness during the period, despite the absence of any fundamental
developments that have changed the Investment Manager’s view of the
respective long term investment theses. Iomart
Group, a
datacentre and hybrid cloud managed services provider, saw share
price weakness following the simultaneous announcement of elevated
churn in its legacy self managed infrastructure offering, in
conjunction with a material acquisition which increased near-term
leverage but, which the Investment Manager believes, should
accelerate Iomart’s previously stated strategy of becoming a
leading UK hybrid cloud specialist particularly across the
Microsoft Azure platform; Inspired,
a technology-enabled provider of energy and sustainability
solutions, which experienced a small number of material contract
delays from Q4 2024 into H1 2025, resulting in its senior lenders
providing a temporary covenant reprieve to March 2025. Post-period end the company announced
a substantial recapitalisation, led by Gresham House, to de-gear
the balance sheet and provide it with adequate working capital to
execute on a strong orderbook, which has led the shares to rally
c.28% post-period end;
Brooks Macdonald, an
investment management services provider, which announced a disposal
of its non-core international business and two bolt-on acquisitions
and, post period-end, its intention to migrate from AIM to the LSE
Main Market; Everplay
Group
(formally
Team17 Group), an independent video game developer and publisher,
which announced the appointment of a new CFO/COO (ex. Codemasters),
which we view as positive to the investment case; and
Fintel,
an outsourced services provider to the UK IFA sector, which derated
despite no significant newsflow during the period.
4)
Outlook
– Year Ahead
Looking
ahead to 2025, we see a number of short-to-medium-term catalysts
for a potential material performance recovery and believe that our
companies remain well-positioned to offset external headwinds such
as high interest rates, low economic growth, and UK
government-driven cost inflation. We take confidence from the
resilient fundamentals across the portfolio which, in aggregate,
was subject to sentiment-driven de-rating, contrary to the
underlying performances and future expectations for the majority of
our portfolio companies.
The
current macroeconomic and geopolitical volatility is driving
mispricing opportunities across UK equity markets, particularly in
the field of smaller companies. UK small caps across multiple
sectors are trading at a steep discount compared to both global
markets and historical M&A transaction precedents. This
valuation discount underpins our expectations of sustained
corporate takeover activity as we enter 2025. Buyers paid on
average a 44% premium for UK companies in 2024, highlighting the
appetite for undervalued assets despite elevated deal funding costs
amidst higher interest rates. From conversations with our private
equity network, we understand that corporate and private equity
buyers are actively assessing UK deal-flow opportunities. We
believe they will seek to compensate for elevated debt costs by
capitalising on depressed UK equity valuations. Additionally, we
anticipate that multi-sector arbitrage between UK trading multiples
and precedent M&A transaction multiples may catalyse a
re-rating of small-cap stocks.
We believe
that continued mitigation of current headwinds combined with
another year of resilient portfolio earnings growth and cash
generation can lead to a correction of prior-period de-ratings,
driving portfolio outperformance in 2025.
We also
see upside potential to Fund performance from elevated takeover
activity across UK equity markets heading into 2025. While the
uncertainty around the Autumn budget led to an M&A slowdown in
Q3 2024, we observed an uptick in activity during Q4 and anticipate
deal momentum continuing into this year. With significant amounts
of private equity ‘dry powder’ yet to be deployed, we expect that
takeover activity will continue to offer attractive returns for the
portfolio in 2025.
We
highlight an emerging nuance to this theme across UK listed
businesses: carve-outs, where a parent company sells a subsidiary
or business unit. There have been 20 meaningful carve-out instances
through 2024, with several examples where businesses sold off
divisions at valuations higher than their prevailing group
valuation – sometimes exceeding the entire market cap. We believe
that carve-outs represent an underrated but powerful tool for UK
companies to unlock value and overcome market discounts, creating
significant shareholder value, and have actively engaged with a
number of portfolio companies where we see this as a potential
value creation lever.
More
broadly, we welcome calls for government reforms in 2025 to
encourage UK pension fund participation in domestic equity markets,
where they are materially under-penetrated today compared to other
developed western nations. Any incremental liquidity as a result of
supportive policies would aid marginal buying of UK shares and, in
turn, help bridge the stark valuation arbitrage between UK equity
markets and global benchmarks. Against this backdrop, we believe
there is a compelling investment opportunity driven by resilient
fundamentals, steep discounts, and multiple catalysts for re-rating
over the short-to-medium term.
The
investment process and private equity lens across public markets
enables the identification of investment opportunities with
potential strategic value, that could be attractive acquisitions
for both corporate and financial buyers.
5)
Final
Thoughts
Despite a
downturn in recent UK macroeconomic green shoots, with rising Gilt
yields and concerns around UK corporate earnings following the 2024
Autumn Budget, we believe that the portfolio holdings are well
positioned to weather short term economic noise, through a
combination of pricing power, self-help productivity levers and
structural growth drivers. It is likely that increasing focus on
company fundamentals and valuation discipline will be required to
outperform in this environment, which plays to the strengths of the
Company’s investment strategy and the Investment Manager’s
approach.
Elevated
levels of takeover activity within the UK equity market are likely
to continue if current trends prevail, with a number of further
bids announced during the period and post-period end. The
Investment Manager’s investment process and private equity lens
across public markets enables the identification of investment
opportunities with potential strategic value that could be
attractive acquisitions for both corporate and financial buyers,
which is reflected in the frequency of portfolio exits as part of
takeover processes (including in this period).
We
continue to believe that our fundamentals-focused investment style
has the potential to continue outperforming over the long term. We
see significant opportunities for long-term investors to back
quality growth companies at attractive valuations in an environment
where agile smaller businesses with strong management teams can
take market share and build strong long-term franchises. We will
maintain our focus on building a high-conviction portfolio of less
cyclical, high-quality, strategically valuable businesses, which we
believe can deliver strong returns through the market cycle
regardless of the performance of the wider economy.
Top
10 Investee Company Review
Company
|
Investment
Thesis
|
Developments
|
Brooks
Macdonald
|
-
UK focused
wealth management platform; structural growth given continuing
transition to self-investment
-
Opportunity
to leverage operational investments to grow margin and continue
strong cash flow generation
-
A
consolidating market; opportunity for Brooks as both consolidator
and potential target with recent takeover interest for sector
peers
|
-
Announced
the disposal of its non-core international division, in addition to
two small, strategically accretive bolt-on acquisitions
-
(Post-period
end) announced its intention to migrate from AIM to Main
Market
|
Ricardo
|
-
Global
strategic, environmental and engineering consultancy
-
Ongoing
strategic transformation to refocus and prioritise the business
towards higher growth, higher margin and less capital intensive
activities
-
Strong
market position underpinned by significant sector
expertise
|
-
Announced
the disposal of its legacy defence business in line with our value
creation thesis
-
Acquisition
of E3 an international environmental consultancy
business
|
XPS
Pensions Group
|
-
Leading
‘challenger’ brand in the pensions consulting, advisory and
administration market
-
Highly
defensive – high degree of revenue visibility and largely
non-discretionary, regulation driven client activity
-
Significant
inflation pass-through ability
-
Highly
fragmented sector with recent M&A activity, providing
opportunity to XPS as a consolidator and potential
target
|
-
Delivered
FY25 interim results demonstrating 23% year-on-year revenue growth,
and further analyst forecast upgrades
-
Continued
elevated demand for pensions advisory given Gilt volatility and
changes in funding positions, and material sector developments
(e.g. McCloud Remedy)
|
Costain
Group
|
-
UK
infrastructure delivery partner with particularly strong franchise
presence across Rail and Water, which are both secular growth
markets
-
Significantly
better capitalised versus history, with a substantially de-risked
contracting model (risk sharing and/or transfer vs. historically
fixed price contracts)
-
Embedded
consultancy offering delivering material margin upside above and
beyond project delivery
|
-
Continued
orderbook momentum particularly in winning AMP8 framework
agreements in the Water sector
|
Fintel
|
-
Leading UK
provider of technology enabled regulatory solutions and services to
IFAs, financial institutions and other intermediaries
-
Strategically
valuable technology platform with opportunity to drive material
growth in revenues and margins through supporting customers’
digitisation journeys
|
-
In-line
interim FY24 results demonstrating encouraging growth in
subscription revenues, which now account for 65% of total
revenue
-
Small
analyst forecast upgrades
|
Iomart
Group
|
-
Integrated
datacentre and cloud services provider
-
Provides
both self-managed infrastructure and cloud-managed services, with
the latter being a key strategic focus area
-
Highly
cash generative with significant recurring revenue
-
Structural
growth opportunity from hybrid cloud adoption
|
-
Announced
a material acquisition of Atech, a highly accredited Microsoft
Solutions Partner, in-line with the previously communicated
strategy of becoming a leading UK hybrid cloud managed services
provider
-
In
conjunction, announced some elevated churn in its legacy self
managed infrastructure business
|
The
Property Franchise Group (“TPFG”)
|
-
Franchised
network of lettings-focused UK residential estate
agencies
-
Attractive
quality of earnings profile driven by lettings dominance and the
group’s franchise model, with upside from franchisee cross-sell of
financial services and property sales in a normalised housing
transaction market
-
Attractive
financial metrics with high returns on capital employed, and cash
generation
|
-
Announced
interim FY24 results with 8% like for like growth in lettings
managed service fees, and a 16% like for like growth in the sales
agreed pipeline
|
Netcall
|
-
Provider
of AI-driven process automation and customer engagement
solutions
-
Structural
tailwinds driving adoption of process automation, catalysed further
by rising employment costs and AI technology
capabilities
-
High
levels of revenue visibility due to contracted revenues, with
>100% Net Revenue Retention in FY24
|
-
Announced
FY24 results demonstrating 9% growth in both automation and
customer engagement sales, with a significant uptick in cloud
contact centre revenues (in-line with the company’s shift to cloud
strategy)
|
Everplay
Group (formerly Team17 Group)
|
-
Independent
video game developer and publisher
-
Attractive
quality of earnings underpinned by revenue generation from the back
catalogue of titles, including the Worms franchise which, first
released in 1995, is still a revenue contributor today
-
High
quality leadership team (ex. Codemasters) with a significant
founder shareholder still involved in the business
|
-
Announced
the appointment of a new CFO/COO (ex. Codemasters)
-
Reported
interim FY24 results demonstrating 11% year on year revenue growth
(with 30% growth from the back catalogue), and six new game
launches
|
Trufin
|
-
Provider
of financing, payment and video game publishing software and
services
-
Significant
latent value when appraised on a sum of the parts basis
|
-
Year end
trading update guiding to revenue and EBITDA significantly ahead of
market expectations
-
Exceptional
trading from the group’s “Playstack” division, underpinned by
strong takeup in the acclaimed Balatro and Abiotic Factor game
launches
|
Portfolio
as at 31 December
2024
Company
|
Sector
Classification
|
Date
of first investment
|
Cost
£’000
|
Valuation
£’000
|
%
of invested portfolio at 31 December 2024
|
%
of invested portfolio at 30 June 2024
|
%
of net assets
|
Brooks
Macdonald
|
Financial
Services
|
Jun
2016
|
18,355
|
16,346
|
9.9
|
10.3
|
9.8
|
Ricardo
|
Business
Services
|
Sep
2021
|
18,133
|
16,344
|
9.9
|
8.2
|
9.8
|
XPS
Pensions
Group
|
Business
Services
|
Jul
2019
|
5,384
|
15,896
|
9.7
|
23.8
|
9.5
|
Costain
Group
|
Business
Services
|
Jun
2024
|
11,187
|
12,904
|
7.8
|
2.1
|
7.7
|
Fintel
|
Business
Services
|
Oct
2020
|
8,884
|
12,686
|
7.7
|
9.5
|
7.6
|
Iomart
Group
|
Technology
|
Mar
2022
|
24,702
|
12,589
|
7.7
|
10.0
|
7.6
|
The
Property
Franchise
Group
|
Business
Services
|
Oct
2023
|
9,125
|
11,476
|
7.0
|
6.8
|
6.9
|
Netcall
|
Technology
|
Mar
2023
|
10,048
|
11,018
|
6.7
|
2.2
|
6.6
|
Everplay
Group (formerly Team17 Group)
|
Technology
|
Dec
2023
|
10,875
|
10,886
|
6.6
|
6.0
|
6.5
|
Trufin
|
Technology
|
Jul
2023
|
7,805
|
10,135
|
6.2
|
3.0
|
6.1
|
Halfords
Group
|
Consumer
|
Jun
2024
|
9,564
|
8,357
|
5.1
|
1.0
|
5.0
|
Tribal
Group
|
Technology
|
Dec
2014
|
11,742
|
7,625
|
4.7
|
4.9
|
4.7
|
Diaceutics
|
Healthcare
|
Sep
2024
|
5,597
|
5,469
|
3.3
|
–
|
3.3
|
Benchmark
|
Industrial
Goods
& Services
|
Jun
2019
|
6,734
|
5,250
|
3.2
|
3.8
|
3.1
|
Inspired
|
Business
Services
|
Jul
2020
|
13,754
|
4,168
|
2.5
|
4.1
|
2.5
|
Next
15
Group
|
Business
Services
|
Oct
2024
|
3,393
|
3,247
|
2.0
|
–
|
1.9
|
Total
investments
|
|
|
|
164,396
|
|
|
98.6
|
Cash
|
|
|
|
2,364
|
|
|
1.4
|
Net
current liabilities
|
|
|
|
(27)
|
|
|
(0.0)
|
Total
shareholders'
equity
|
|
|
|
166,733
|
|
|
100.0
|
Ken Wotton
Gresham
House Asset Management
25 February 2025
Statement
of Directors’ Responsibilities, Going Concern, Principal Risks and
Uncertainties
Statement
of Directors’ Responsibilities
The
Directors confirm that to the best of their knowledge:
-
the
condensed set of financial statements contained within the
Half-Yearly Report has been prepared in accordance with IAS 34,
‘Interim Financial Reporting’, and give a true and fair view of the
assets, liabilities, financial position and profit of the Company
as required by Disclosure Guidance and Transparency Rules (“DTR”)
4.2.4R;
-
the
Half-Yearly Report includes a fair review of the information
required by:
(a) DTR
4.2.7 of the Disclosure Guidance and Transparency Rules, being an
indication of important events that have occurred during the first
six months of the financial year and their impact on the condensed
set of financial statements; and a description of the principal
risks and uncertainties for the remaining six months of the year;
and
(b) DTR
4.2.8 of the Disclosure Guidance and Transparency Rules, being
related party transactions that have taken place in the first six
months of the current financial year and that have materially
affected the financial position or performance of the Company
during that period; and any changes in the related party
transactions described in the last Annual Report that could do
so.
This
Half-Yearly Report was approved by the Board of Directors on
25 February 2025 and the above
responsibility statement was signed on its behalf by William Barlow, Chairman.
Going
Concern
The
Company has adequate financial resources to meet its investment
commitments and, and as a consequence, the Directors believe that
the Company is well placed to manage its business risks. After
making appropriate enquiries and due consideration of the Company’s
cash balances, the liquidity of the Company’s investment portfolio,
the cost base of the Company and (as referenced in the Chairman’s
Statement) consideration of the 2025 Realisation event, the
Directors have a reasonable expectation that the Company has
adequate available financial resources to continue in operational
existence for the foreseeable future and accordingly have concluded
that it is appropriate to continue to adopt the going concern basis
in preparing the Half-Yearly Report, consistent with previous
periods.
Principal
Risks and Uncertainties
The
overriding risks and uncertainties to an investor relate to the
markets on which are traded the Company’s shares and the shares of
the companies in which the Company invests.
The
principal risks and uncertainties are set out on pages 22 to 24 of
the Annual Report for the year ended 30 June
2024, which is available at
www.strategicequitycapital.com.
The
Company’s principal risks and uncertainties have not changed since
the date of the Annual Report and are not expected to change for
the remaining six months of the Company’s financial
year.
Statement
of Comprehensive Income
for the
six month period to 31 December
2024
|
Six
month period ended
31
December 2024
unaudited
|
Year
ended
30 June
2024
audited
|
Six month
period to
31
December 2023
unaudited
|
|
Revenue
return
£'000
|
Capital
return
£'000
|
Total
£'000
|
Revenue
return
£’000
|
Capital
return
£’000
|
Total
£’000
|
Revenue
return
£'000
|
Capital
return
£'000
|
Total
£'000
|
Investments
|
|
|
|
|
|
|
|
|
|
(Losses)/gains
on investments held at fair value through profit or loss
|
-
|
(18,649)
|
(18,649)
|
-
|
24,099
|
24,099
|
-
|
1,573
|
1,573
|
|
-
|
(18,649)
|
(18,649)
|
-
|
24,099
|
24,099
|
-
|
1,573
|
1,573
|
|
|
|
|
|
|
|
|
|
|
Income
|
|
|
|
|
|
|
|
|
|
Dividends
|
2,822
|
-
|
2,822
|
3,997
|
2,111
|
6,108
|
2,344
|
-
|
2,344
|
Interest
|
39
|
-
|
39
|
55
|
-
|
55
|
31
|
-
|
31
|
Total
income
|
2,861
|
-
|
2,861
|
4,052
|
2,111
|
6,163
|
2,375
|
-
|
2,375
|
|
|
|
|
|
|
|
|
|
|
Expenses
|
|
|
|
|
|
|
|
|
|
Investment
Manager’s fee
|
(669)
|
-
|
(669)
|
(1,270)
|
-
|
(1,270)
|
(616)
|
-
|
(616)
|
Performance
fee
|
-
|
-
|
-
|
-
|
(1,409)
|
(1,409)
|
-
|
(369)
|
(369)
|
Other
expenses
|
(447)
|
-
|
(447)
|
(756)
|
-
|
(756)
|
(408)
|
-
|
(408)
|
Total
expenses
|
(1,116)
|
-
|
(1,116)
|
(2,026)
|
(1,409)
|
(3,435)
|
(1,024)
|
(369)
|
(1,393)
|
|
|
|
|
|
|
|
|
|
|
Net
return before taxation
|
1,745
|
(18,649)
|
(16,904)
|
2,026
|
24,801
|
26,827
|
1,351
|
1,204
|
2,555
|
Taxation
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
Net
return and total comprehensive income for the
period
|
1,745
|
(18,649)
|
(16,904)
|
2,026
|
24,801
|
26,827
|
1,351
|
1,204
|
2,555
|
|
|
|
|
|
|
|
|
|
|
|
pence
|
pence
|
pence
|
pence
|
pence
|
pence
|
pence
|
pence
|
pence
|
Return
per Ordinary share
|
3.70
|
(39.49)
|
(35.79)
|
4.15
|
50.84
|
54.99
|
2.74
|
2.44
|
5.18
|
|
|
|
|
|
|
|
|
|
|
|
|
The total
column of this statement represents the Statement of Comprehensive
Income. The supplementary revenue and capital return columns are
both prepared under guidance published by the AIC.
All items
in the above statement derive from continuing operations. No
operations were acquired or discontinued in the period.
The notes
form an integral part of these Half-Yearly financial
statements.
Statement
of Changes in Equity
for the
six month period to 31 December
2024
|
Share
capital
£'000
|
Share
premium
account
£'000
|
Special
reserve
£'000
|
Capital
reserve
£'000
|
Capital
redemption
reserve
£’000
|
Revenue
reserve
£'000
|
Total
£'000
|
For
the six month period to 31 December
2024 unaudited
|
|
|
|
|
|
|
|
1 July
2024
|
6,353
|
11,300
|
-
|
165,489
|
2,897
|
3,926
|
189,965
|
Net return
and total comprehensive income for the period
|
-
|
-
|
-
|
(18,649)
|
-
|
1,745
|
(16,904)
|
Dividends
paid
|
-
|
-
|
-
|
-
|
-
|
(1,648)
|
(1,648)
|
Share
buy-backs
|
-
|
-
|
-
|
(4,680)
|
-
|
-
|
(4,680)
|
31
December 2024
|
6,353
|
11,300
|
-
|
142,160
|
2,897
|
4,023
|
166,733
|
|
|
|
|
|
|
|
|
For
the year to 30 June 2024 audited
|
|
|
|
|
|
|
|
1 July
2023
|
6,353
|
11,300
|
3,590
|
142,952
|
2,897
|
3,131
|
170,223
|
Net return
and total comprehensive income for the
year
|
-
|
-
|
-
|
24,801
|
-
|
2,026
|
26,827
|
Dividends
paid
|
-
|
-
|
-
|
-
|
-
|
(1,231)
|
(1,231)
|
Share
buy-backs
|
-
|
-
|
(3,590)
|
(2,264)
|
-
|
-
|
(5,854)
|
30 June
2024
|
6,353
|
11,300
|
-
|
165,489
|
2,897
|
3,926
|
189,965
|
|
|
|
|
|
|
|
|
For
the six month period to 31 December
2023 unaudited
|
|
|
|
|
|
|
|
1 July
2023
|
6,353
|
11,300
|
3,590
|
142,952
|
2,897
|
3,131
|
170,223
|
Net return
and total comprehensive income for the period
|
-
|
-
|
-
|
1,204
|
-
|
1,351
|
2,555
|
Dividends
paid
|
-
|
-
|
-
|
-
|
-
|
(1,231)
|
(1,231)
|
Share
buy-backs
|
-
|
-
|
(3,035)
|
-
|
-
|
-
|
(3,035)
|
31
December 2023
|
6,353
|
11,300
|
555
|
144,156
|
2,897
|
3,251
|
168,512
|
The notes
form an integral part of these Half-Yearly financial
statements.
Balance
Sheet
as
at 31 December
2024
|
As
at 31 December
2024
unaudited
£'000
|
As at 30
June
2024
audited
£'000
|
As at 31
December 2023 unaudited
£'000
|
Non-current
assets
|
|
|
|
Investments
held at fair value through profit or loss
|
164,396
|
182,364
|
166,393
|
Current
assets
|
|
|
|
Trade and
other receivables
|
312
|
166
|
75
|
Cash and
cash equivalents
|
2,364
|
9,153
|
2,979
|
|
2,676
|
9,319
|
3,054
|
Total
assets
|
167,072
|
191,683
|
169,447
|
Current
liabilities
|
|
|
|
Trade and
other payables
|
(339)
|
(1,718)
|
(935)
|
Net
assets
|
166,733
|
189,965
|
168,512
|
Capital
and reserves
|
|
|
|
Share
capital
|
6,353
|
6,353
|
6,353
|
Share
premium account
|
11,300
|
11,300
|
11,300
|
Special
reserve
|
-
|
-
|
555
|
Capital
reserve
|
142,160
|
165,489
|
144,156
|
Capital
redemption reserve
|
2,897
|
2,897
|
2,897
|
Revenue
reserve
|
4,023
|
3,926
|
3,251
|
Total
shareholders’ equity
|
166,733
|
189,965
|
168,512
|
|
pence
|
pence
|
pence
|
Net
asset value per share
|
358.41
|
396.87
|
345.83
|
|
number
|
number
|
number
|
Ordinary
shares in issue
|
46,520,577
|
47,865,450
|
48,726,211
|
The notes
form an integral part of these Half-Yearly financial
statements.
Statement
of Cash Flows
for
the six month period to 31 December
2024
|
Six
month period
to
31
December 2024
unaudited
£'000
|
Year
ended
30 June
2024
audited
£’000
|
Six month
period to
31
December 2023
unaudited
£'000
|
Operating
activities
|
|
|
|
Net return
before taxation
|
(16,904)
|
26,827
|
2,555
|
Adjustment
for losses/(gains) on investments
|
18,649
|
(24,099)
|
(1,573)
|
Operating
cash flows before movements in working capital
|
1,745
|
2,728
|
982
|
(Increase)/decrease
in receivables
|
(139)
|
102
|
321
|
(Decrease)/increase
in payables
|
(1,323)
|
1,134
|
209
|
Purchases
of portfolio investments
|
(42,205)
|
(67,433)
|
(32,988)
|
Sales of
portfolio investments
|
41,461
|
78,465
|
37,479
|
Net
cash flow from operating activities
|
(461)
|
14,996
|
6,003
|
Financing
activities
|
|
|
|
Equity
dividends paid
|
(1,648)
|
(1,231)
|
(1,231)
|
Shares
bought back in the period
|
(4,680)
|
(5,854)
|
(3,035)
|
Net
cash flow from financing activities
|
(6,328)
|
(7,085)
|
(4,266)
|
(Decrease)/increase
in cash and cash equivalents for period
|
(6,789)
|
7,911
|
1,737
|
Cash and
cash equivalents at start of period
|
9,153
|
1,242
|
1,242
|
Cash
and cash equivalents at period end
|
2,364
|
9,153
|
2,979
|
The notes
form an integral part of these Half-Yearly financial
statements.
Notes
to the Financial Statements
1.1
Corporate information
Strategic
Equity Capital plc is a public limited company incorporated and
domiciled in the United Kingdom,
registered in England and
Wales under the Companies Act 2006
whose shares are publicly traded. The Company is an investment
company as defined by Section 833 of the Companies Act
2006.
The
Company carries on business as an investment trust within the
meaning of Sections 1158/1159 of the Corporation Tax Act
2010.
1.2
Basis of preparation/statement of compliance
The
Half-Yearly financial statements of the Company have been prepared
on a going concern basis and in accordance with international
accounting standards in conformity with the requirements of the
Companies Act 2006. They do not include all the information
required for a full report and financial statements and should be
read in conjunction with the report and financial statements of the
Company for the year ended 30 June
2024, which have been prepared in accordance with IFRS.
Where presentational guidance set out in the Statement of
Recommended Practice (“SORP”) for investment trust companies and
venture capital trusts issued by the AIC is consistent with the
requirements of IFRS, the Directors have sought to prepare
financial statements on a basis compliant with the recommendations
of the SORP.
The
condensed Half-Yearly financial statements do not comprise
statutory accounts within the meaning of Section 434 of the
Companies Act 2006. The financial statements for the six month
periods to 31 December 2024 and
31 December 2023 have not been either
audited or reviewed by the Company’s Auditor. Information for the
year ended 30 June 2024 has been
extracted from the latest published Annual Report and financial
statements, which have been filed with the Registrar of Companies.
The report of the Auditor on those financial statements was
unqualified, did not contain an emphasis of matter paragraph and
did not contain any statement under Section 498 of the Companies
Act 2006.
Convention
The
financial statements are presented in Sterling, being the currency
of the Primary Economic Environment in which the Company operates,
rounded to the nearest thousand.
Segmental
reporting
The
Directors are of the opinion that the Company is engaged in a
single segment of business, being investment business.
1.3
Accounting policies
The
accounting policies, presentation and method of computation used in
these condensed financial statements are consistent with those used
in the preparation of the financial statements for the year ended
30 June 2024.
1.4
New standards and interpretations not applied
Implementation
of changes and accounting standards in the financial periods, as
outlined in the financial statements for the year ended
30 June 2024, had no significant
effect on the accounting or reporting of the Company.
2.
Income
|
Six
month period to 31 December 2024
unaudited
|
Year
ended
30 June
2024
audited
|
Six month
period to
31
December 2023
unaudited
|
|
£'000
|
£'000
|
£'000
|
Income
from investments
|
|
|
|
UK
dividend income
|
2,822
|
3,997
|
2,344
|
Other
operating income
|
|
|
|
Liquidity
interest
|
39
|
55
|
31
|
Total
income
|
2,861
|
4,052
|
2,375
|
3.
Other expenses
|
Six
month period to 31 December 2024
unaudited
|
Year
ended
30 June
2024 audited
|
Six month
period to 31 December 2023
unaudited
|
|
£'000
|
£'000
|
£'000
|
Secretarial
services
|
92
|
181
|
92
|
Auditor’s
remuneration for:
|
|
|
|
Audit
services
|
20
|
39
|
39
|
Directors’
remuneration
|
86
|
175
|
92
|
Other
expenses
|
249
|
361
|
185
|
|
447
|
756
|
408
|
4.
Dividend
The
Company paid a final dividend of 3.50p in respect of the year ended
30 June 2024 (30 June 2023: 2.50p) per Ordinary share on
47,080,561 (30 June 2023: 49,233,260)
shares, amounting to £1,647,820 (30 June
2023: £1,230,832). The dividend was paid on 20 November 2024 to Shareholders on the register
at 10 October 2024. In line with
previous years, the Board does not intend to propose an interim
dividend.
5.
Return per Ordinary share
|
Six
month period to
31
December 2024
|
Year
ended
30 June
2024
|
Six month
period to
31
December 2023
|
|
|
Revenue
return
pence
|
Capital
return
pence
|
Total
pence
|
Revenue
return
pence
|
Capital
return
pence
|
Total
pence
|
Revenue
return
pence
|
Capital
return
pence
|
Total
pence
|
Return per
Ordinary share
|
3.70
|
(39.49)
|
(35.79)
|
4.15
|
50.84
|
54.99
|
2.74
|
2.44
|
5.18
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Returns
per Ordinary share are calculated based on 47,224,964 (30 June 2024: 48,778,400 and 31 December 2023: 49,290,313) being the weighted
average number of Ordinary shares, excluding shares held in
treasury, in issue throughout the period.
The Half
Yearly Report will be posted to shareholders shortly. The Report
will also be available for download from the following
website:
www.strategicequitycapital.com or on
request from the Company Secretary.
National
Storage Mechanism
A copy of
the Half Yearly Report will be submitted shortly to the National
Storage Mechanism and will be available for inspection at:
https://data.fca.org.uk/#/nsm/nationalstoragemechanism
Neither
the contents of the Company's website nor the contents of any
website accessible from hyperlinks on the Company's website (or any
other website) is incorporated into, or forms part of this
announcement.