TIDMHYG TIDMSVCT
For immediate release 30 July 2020
Seneca Growth Capital VCT Plc
Unaudited Half-Yearly Report
For the Six Months Ended 30 June 2020
Financial Headlines
Ordinary Shares
30.20p Net Asset Value per share at 30 June 2020
52.25p Cumulative dividends paid to date
82.45p Total return per share since launch
B Shares
89.30p Net Asset Value per share at 30 June 2020
4.50p Cumulative dividends paid to date
93.80p Total return per share since launch
Financial Summary
Six months to 30 Six months to 30 Year to
June 2020 June 2019 31 December 2019
Ordinary
Ordinary B share Ordinary B share share B share
share pool pool share pool pool pool pool
Net assets (GBP'000s) 2,450 6,558 2,729 5,359 2,463 5,921
Return on ordinary
activities after tax
(GBP'000s) (13) (90) (281) 102 (547) (168)
Earnings per share
(p) (0.2) (1.7) (3.5) 2.1 (6.7) (3.2)
Net asset value per
share (p) 30.2 89.3 33.6 99.5 30.4 93.1
Dividends paid since
inception (p) 52.25 4.50 52.25 1.5 52.25 3.0
Total return (NAV
plus cumulative dividends
paid) per share (p) 82.45 93.80 85.85 101.0 82.65 96.1
Dividends declared
for the period (p) 0.0 1.5 18.0 1.5 28.0 3.0
For further information, please contact:
John Hustler, Seneca Growth Capital VCT Plc at
john.hustler@btconnect.com
https://www.globenewswire.com/Tracker?data=8WCLuWU3w9F6VjqVIvAO8a_eHGFyN9-hUmgT6FtYJk90et_RtjHcuYbwkypXlMElXBXok4KmgNPAhymZUK6IM5ylSqylswobu65kI09FuMJxxv0W0m3qInDbNSuJeNzN
Richard Manley, Seneca Growth Capital VCT Plc at
Richard.Manley@senecapartners.co.uk
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Chairman's Statement
I am pleased to present the unaudited results for the six months ended
30 June 2020.
Following the launch of our B share class in 2018, we announced a
further fundraising in July 2019 and are pleased that we have raised
GBP1,800k under the offer. This offer is now closed, and we expect to
issue a further prospectus shortly to enable the Company to continue to
raise funds for the ongoing development of the B share portfolio. I
would like to welcome all new investors and thank existing shareholders
who have continued to support the Company.
Despite the unprecedented economic climate and general turmoil of
financial markets occasioned by the Covid-19 pandemic ("C-19"), I am
encouraged that the NAVs of both the Ordinary and B share portfolios
have remained relatively stable.
The Net Asset Value ("NAV") per Ordinary share reduced from 30.4p to
30.2p during the period and the NAV per B share reduced from 93.1p to
89.3p.
In the Ordinary share portfolio, our investment in Omega Diagnostics
Group Plc ("Omega") gained significant traction following its
involvement in a partnership to develop a C-19 antibody test. The share
price has risen substantially since the year end when it was 14p and
this has allowed us to realise some long-awaited gains to offset the
reduction in value of other Ordinary share portfolio investments. The
Board have therefore decided to declare an interim dividend of 8p per
Ordinary share as detailed below.
The diversification of the B share portfolio was increased by four new
investments, one of which has already been sold, achieving a two times
cash return and delivering a profit of GBP136k. The B share pool NAV has
also benefited from increases in the share prices of its two remaining
AIM quoted investee companies; however the payment of a dividend of 1.5p
per share in the period as well as the effect of running costs and some
portfolio provisions have led to the reduction in B share NAV.
Further details in respect of the results and the Company's Ordinary and
B share portfolios are set out below.
Ordinary share portfolio
Results
The decrease in NAV per Ordinary share for the six-month period to 30
June 2020 amounted to 0.2p (June 2019: reduction 3.5p).
As noted above, the share price of Omega shares showed significant gains
and we decided to realise the majority of our investment. We sold
1,893,868 shares at prices ranging from 30.1p to 61.1p and averaged
36.5p. This has realised GBP691k for the portfolio representing a profit
over original cost of GBP420k. We have retained 400,000 shares in Omega.
Unfortunately, the price of Scancell Holdings Plc ('Scancell') shares
has continued to decline and was 5.2p at 30 June 2020 compared to 7.0p
at the year end. On 22 July Scancell announced a fundraising to raise
GBP15 million at a price of 5.5p per share. This has introduced a
significant new Institutional investor (Redmile Group LLC) which, in our
view, underlines our confidence of Scancell's future. In addition, we
have had to make a full provision against the remaining value of OR
Productivity Limited (31 December 2019: GBP233k) as well as reducing the
value of Fuel 3D Technologies Limited, both to represent the values of
these investments based on their recent fundraises. Although we have
maintained the value of Arecor at the price of the last fundraising in
2018, it continues to make excellent technical and commercial progress.
The effect of these transactions has been a reduction in Ordinary share
NAV during the period of 0.2p per share (30 June 2019: negative 3.5p).
The aggregate impact of these changes is net of the corresponding
reduction in the accrued Ordinary share pool performance fee, which was
GBP50k as at 30 June 2020 (30 June 2019: GBP119k).
As shareholders will recall, the Ordinary share portfolio does not bear
any general running costs until July 2021.
Portfolio review
The Ordinary share portfolio now comprises two AIM listed holdings, as
referred to above, and six unquoted holdings.
The AIM listed holdings represented 62% of the Ordinary share portfolio
at 30 June 2020. The bid prices of both of these holdings have seen
significant volatility over recent months and in particular since 30
June 2020 where both holdings have risen in value. It is not our policy
to update the market following these fluctuations unless there are
abnormal events (e.g. sale of a significant holding) but shareholders
are advised to review the current Ordinary share NAV taking account of
the latest bid price of each holding, net of Performance Fee calculated
as set out in the in the latest Annual Report, which can be accessed on
the Company's website at www.senecavct.co.uk.
In addition, the Ordinary share portfolio holds GBP1,158k in cash. It is
the Board's policy that we retain a certain level of cash to pay running
costs after July 2021 as well as to support existing investee companies.
However, we have decided that it would not be in shareholders' interests
to support recent fundraisings. As referred to above, the Board have
therefore decided to declare an interim dividend of 8p per Ordinary
share as detailed below returning GBP649k of our cash balance to
Ordinary shareholders.
B share portfolio
Results
The decrease in NAV for the six-month period to 30 June 2020 amounted to
3.8p per B share (30 June 2019: 0.4p increase). This decrease is the
result of the combination of the dividend payment of 1.5p per B share
made in the period, a negative revenue return of 1.3p per B share (30
June 2019: negative revenue return of 0.7p) and a negative capital
return of 0.4p per B share (30 June 2019: positive capital return of
2.8p). The remaining movement is a function of the increasing number of
B Shares in issue throughout the period, with the return per share being
calculated using a weighted average number of shares.
The negative revenue return of 1.3p per B share was principally a result
of the impact of the Company's running costs on the B share pool. The
Company's running expenses are however capped at 3% of the B share NAV
until July 2021 (thereafter general expenses will be allocated to the
Ordinary share pool and the B share pool pro-rata to their respective
NAVs with expenses so allocated subject to a cost cap of 3% of each
share pool's NAV).
The negative capital return of 0.4p per B share is a result of the net
reduction in the aggregate carrying value of the B share pool's quoted
and unquoted investee companies, offset by the profit generated on the
sale of two of the B share pool's AIM quoted investments, being
OptiBiotix Health Plc (partial exit) ("OptiBiotix") and Genedrive Plc
(full exit) ("Genedrive") as further detailed below.
Portfolio review
The Company's Investment Manager, Seneca Partners Limited ("Seneca")
have made four additions to the B share portfolio in the six months to
30 June 2020, totalling GBP1,061kas follows:-
-- Ten80 Group Limited -- a remote working platform in which we invested
GBP400k
-- Bright Network (UK) Limited -- an 'HR Tech' Platform in which we invested
GBP235k
-- OptiBiotix Health Plc -- a developer of microbial strains, compounds and
formulations in which we invested GBP300k (since part realised)
-- Genedrive Plc -- a molecular diagnostics company in which we invested
GBP126k (now sold)
With the AIM market demonstrating a heightened level of volatility
during the period as a result of the impact of C-19, Seneca took the
opportunity to realise just over half of its shareholding in OptiBiotix
(an investment made during the period), selling 160,000 shares and
realising a gain of GBP92k on the disposal (1.5x cash return in just 2
months following the original investment) in addition to selling its
full holding in Genedrive (another investment made in the period) which
is the B share pool's first full exit and generated a profit of GBP136k
versus original cost (2.0x cash return).
The period also saw an increase in the bid price of the B share pool's
remaining AIM quoted investments: the SkinBioTherapeutics Plc share
price increased to 16.75p as at 30 June 2020 (from 14p as at 31 December
2019) and the OptiBiotix share price increased to 49p as at 30 June 2020
(compared to a cost price of 40p per share).
As a result of the impact of C-19, we also took the decision in the
period to make a provision against the carrying value of three of the B
share pool's five unquoted portfolio companies, being Silkfred Ltd
("Silkfred"), Qudini Ltd ("Qudini"), and Fabacus Holdings Ltd
("Fabacus"). Our view was that the discretionary consumer spending to
which Silkfred is exposed (online women's fashion platform), and the
retail sector exposure notable across the customer bases of Qudini
(retail queue management software) and Fabacus (supply chain data
intelligence platform) meant that these businesses were at increased
risk of being adversely impacted by the C-19 pandemic in the short term.
The initial aggregate value of the provisions introduced in relation to
these three B share pool investments was GBP514k (equivalent to 34% of
original investment cost); however we have already seen a material
recovery in the trading levels of Silkfred and as such the provision in
relation to that investment has been reduced from GBP250k to GBP125k and
therefore the aggregate provision in relation to the B share unquoted
investment portfolio has been reduced to GBP389k as at 30 June 2020.
Seneca are working closely with the investee companies in the B share
portfolio to ensure that they can weather the current uncertain
environment which will include assessing any need they may have for
further finance. We remain confident that the portfolio retains its
potential to provide attractive growth for shareholders over the medium
term.
Dividend
As noted above, the Board have decided to declare an interim dividend of
8p per Ordinary share. This will increase the total dividends paid to
date to 60.25p.
The dividend will be paid on Friday, 28 August 2020 to shareholders on
the register on Friday, 14 August 2020, with an ex-dividend date of 13
August 2020.
Fundraising
Having launched the Company's B share class in 2018 the Board are very
pleased with the GBP7,200k raised to date, including GBP800k raised in
the six-month period to 30 June 2020.
Seneca expect to see an increase in the number of businesses seeking
investment to support their growth plans over the next 12-18 months as a
result of the C-19 pandemic and therefore the Company will shortly
launch our next offer for B shares to raise a further GBP10 million
(with an overallotment facility of an additional GBP10 million) to
enable Seneca to continue to increase the number and diversity of
investments in the B share pool.
Presentation of half-year report
As previously noted, in order to simplify this report and to reduce
costs, we have omitted details of the Company's objectives and
investment strategy, its Advisers and Registrars and how to buy and sell
shares in the Company. These details are all included in the latest
Annual Report and can be accessed on the Company's website at
www.senecavct.co.uk.
Notwithstanding the above, in the announcement made on 26 March 2020 the
Company communicated their intention to hold an on-line investor update
presentation in the second half of 2020 in response to investors'
inability to attend the Company's Annual General Meeting due to the C-19
related lockdown restrictions. The Company can now confirm that this
presentation will be held at 10am on Thursday, 3 September 2020, details
of which and how to join will be made available on www.senecavct.co.uk
shortly.
Outlook
As noted above, we have continued our policy of returning realised cash
to Ordinary shareholders through the dividend declared following the
sale of the majority of our Omega shares at attractive prices. Despite
several of our companies seeking further funds, we did not consider the
terms attractive and in respect of an Omega fundraising, the new shares
were not VCT qualifying and therefore no further Ordinary share pool
investments were made. We remain confident that, despite the current
valuations being depressed, with patience we will secure realisations at
attractive prices overall for Ordinary shareholders.
We are pleased that Seneca have developed a spread of B share portfolio
investee companies, some of which are unquoted and some of which are AIM
quoted, thereby reducing concentration risk for the Company's B
shareholders in relation to any one single investment; the Board and
Seneca remain acutely aware of the need to continue to work at close
quarters with all B share portfolio investee companies as they navigate
the challenges ahead.
We also note that Seneca expect to see an increase in the number of
businesses seeking investment to support their growth plans over the
next 12-18 months as a result of the C-19 pandemic. With GBP3,383k of
cash on the B share pool balance sheet as at 30 June 2020 (equivalent to
51% of the B share NAV at 30 June 2020) Seneca believe they are very
well placed to continue to support the existing B share investment
portfolio as well as adding attractive new growth capital investments to
the B share portfolio from the strong pipeline of opportunities
presented to them. We therefore look forward to the continued
development of the B share portfolio in due course.
John Hustler Chairman
29 July 2020
Investment Portfolio -- Ordinary Shares
Movement
Carrying in the year
value at to
Equity Investment Unrealised 30 June 30 June
held at cost profit/(loss) 2020 2020
Unquoted Investments % GBP'000 GBP'000 GBP'000 GBP'000
Arecor Limited 1.3 142 63 205 -
--------------------- ---------- ---------- -------------- ------------- ------------
Fuel 3D Technologies
Limited <1.0 299 (104) 195 (81)
Insense Limited 4.6 509 (388) 121 -
ImmunoBiology Limited 1.2 868 (868) - -
OR Productivity
Limited 7.9 765 (765) - (232)
Microarray Limited 1.8 132 (132) - -
Total unquoted
investments 2,715 (2,194) 521 (313)
Movement
in the year
Carrying to
Investment Unrealised value at 30 June
Shares at cost profit/(loss) 30 June 2020
Quoted Investments held GBP'000 GBP'000 2020 GBP'000 GBP'000
Scancell Plc 13,049,730 789 (110) 679 (235)
Omega Diagnostics
Plc 400,000 57 107 164 109
Total quoted
investments 846 (3) 843 (126)
Total investments 3,561 (2,197) 1,364 (439)
Investment Portfolio -- B Shares
Movement
Carrying in the
value at year to
Equity Investment Unrealised 30 June 30 June
held at cost profit/(loss) 2020 2020
Unquoted Investments % GBP'000 GBP'000 GBP'000 GBP'000
Fabacus Holdings
Limited 2.0 500 - 500 (64)
-------------------- --------- ---------- -------------- ------------- --------
Old St Labs Limited 3.5 500 - 500 -
Ten80 Group Limited 7.5 400 - 400 -
Silkfred Limited <1.0 500 (125) 375 (125)
Qudini Limited 2.2 500 (200) 300 (200)
Bright Network (UK)
Limited 1.7 235 - 235 -
Total unquoted
investments 2,635 (325) 2,310 (389)
Movement
in the
Carrying year to
Investment Unrealised value at 30 June
Shares at cost profit/(loss) 30 June 2020
Quoted Investments held GBP'000 GBP'000 2020 GBP'000 GBP'000
SkinBioTherapeutics
Plc 4,502,107 721 33 754 124
OptiBiotix Health
Plc 350,000 140 32 172 32
Total quoted
investments 861 65 926 156
Total investments 3,496 (260) 3,236 (233)
Responsibility Statement of the Directors in respect of the half-yearly
report
We confirm that to the best of our knowledge:
-- the half-yearly financial statements have been prepared in accordance
with the statement "Interim Financial Reporting" issued by the Financial
Reporting Council;
-- the half-yearly report includes a fair review of the information required
by the Financial Conduct Authority Disclosure and Transparency Rules,
being:
-- an indication of the important events that have occurred during
the first six months of the financial year and their impact on the
condensed set of financial statements.
-- a description of the principal risks and uncertainties for the
remaining six months of the year.
-- a description of related party transactions that have taken place
in the first six months of the current financial year that may
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.
On behalf of the Board:
John Hustler
Chairman
29 July 2020
Income Statement - Combined
Combined Combined Combined
Six months to 30 June 2020 Six months to 30 June 2019 Year to 31 December 2019
------------------------------------------- ------------------------------------------- -------------------------------------------
Revenue Capital Total Revenue Capital Total Revenue Capital Total
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
------------ ------------- ------------- ------------- ------------- ------------- ------------- ------------- ------------- -------------
Gain on
disposal of
fixed asset
investments - 655 655 - 52 52 - 52 52
Loss on
valuation
of fixed
asset
investments - (672) (672) - (232) (232) - (752) (752)
Income - - - - - - - - -
Performance
fee - 3 3 - 71 71 - 136 136
Investment
management
fee net of
cost cap (6) (18) (24) 20 (35) (15) (7) (21) (28)
Other
expenses (62) (3) (65) (55) - (55) (123) - (123)
Return on
ordinary
activities
before tax (68) (35) (103) (35) (144) (179) (130) (585) (715)
Taxation on
return on
ordinary
activities - - - - - - - - -
Return on
ordinary
activities
after tax (68) (35) (103) (35) (144) (179) (130) (585) (715)
------------ ------------- ------------- ------------- ------------- -------------
There was no other Comprehensive Income recognised during the period.
-- The 'Total' column of the Income Statement and statement of comprehensive
income is the profit and loss account of the Company; the supplementary
revenue return and capital return columns have been prepared under
guidance published by the Association of Investment Companies.
-- All revenue and capital items in the above statement derive from
continuing operations.
-- The Company has only one class of business and derives its income from
investments made in shares and securities and from bank and money market
funds.
The Company has no recognised gains or losses other than the results for
the period as set out above.
The accompanying notes are an integral part of the Financial Statements.
Income Statement -- Ordinary Shares
Ordinary shares Ordinary shares Ordinary shares
Six months to 30 June 2020 Six months to 30 June 2019 Year to 31 December 2019
------------------------------------------- ------------------------------------------- -------------------------------------------
Revenue Capital Total Revenue Capital Total Revenue Capital Total
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
------------ ------------- ------------- ------------- ------------- ------------- ------------- ------------- ------------- -------------
Gain on
disposal of
fixed asset
investments - 426 426 - 38 38 - 38 38
Loss on
valuation
of fixed
asset
investments - (439) (439) - (390) (390) - (725) (725)
Income - - - - - - - - -
Performance
fee - 3 3 - 71 71 - 136 136
Investment
management
fee net of
cost cap - - - - - - - - -
Other
expenses - (3) (3) - - - 4 - 4
Return on
ordinary
activities
before tax - (13) (13) - (281) (281) 4 (551) (547)
Taxation on
return on
ordinary
activities - - - - - - - - -
Return on
ordinary
activities
after tax - (13) (13) - (281) (281) 4 (551) (547)
------------ ------------- ------------- ------------- ------------- -------------
Earnings per
share --
basic and
diluted - (0.2p) (0.2p) - (3.5p) (3.5p) 0.0p (6.7p) (6.7)p
------------ ------------- ------------- ------------- ------------- -------------
Income Statement -- B Shares
B shares B shares B shares
Six months to 30 June 2020 Six months to 30 June 2019 Year to 31 December 2019
------------------------------------------- ------------------------------------------- -------------------------------------------
Revenue Capital Total Revenue Capital Total Revenue Capital Total
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
------------ ------------- ------------- ------------- ------------- ------------- ------------- ------------- ------------- -------------
Gain on
disposal of
fixed asset
investments - 229 229 - 14 14 - 14 14
(Loss)/gain
on
valuation
of fixed
asset
investments - (233) (233) - 158 158 - (27) (27)
Income - - - - - - - - -
Performance
fee - - - - - - - - -
Investment
management
fee net of
cost cap (6) (18) (24) 20 (35) (15) (7) (21) (28)
Other
expenses (62) - (62) (55) - (55) (127) - (127)
Return on
ordinary
activities
before tax (68) (22) (90) (35) `137 102 (134) (34) (168)
Taxation on
return on
ordinary
activities - - - - - - - - -
Return on
ordinary
activities
after tax (68) (22) (90) (35) 137 102 (134) (34) (168)
Earnings per
share --
basic and
diluted (1.3p) (0.4p) (1.7p) (0.7p) 2.8p 2.1p (2.5p) (0.7p) (3.2p)
------------ ------------- ------------- ------------- ------------- ------------- ------------- ------------- ------------- -------------
Balance Sheet - Combined
Combined
Combined Combined As at 31 December
As at 30 June 2020 As at 30 June 2019 2019
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
---------------------------------- ----------- ----------- -------------
Fixed asset investments* 4,600 5,281 4,761
Current assets:
Cash at bank and in hand 4,541 2,935 3,909
Debtors 9 119 3
---------------------------------- ----------- ----------- -------------
4,550 3,054 3,912
Creditors:
Amounts falling due within
one year (92) (128) (236)
---------------------------------- ----------- ----------- -------------
(128) (236)
Net current assets 4,458 2,926 3,676
Performance fee payable (50) (119) (53)
Net assets 9,008 8,088 8,384
---------------------------------- ----------- ----------- -------------
Called up equity share
capital 154 135 145
Share premium 3,634 1,889 2,806
Special distributable reserve 8,285 8,490 8,395
Capital redemption reserve - - -
Capital reserve -- gains/(losses)
on disposal 1,557 1,117 1,196
-- holding gains/(losses) (2,457) (1,541) (2,061)
Revenue reserve (2,165) (2,002) (2,097)
---------------------------------- ----------- ----------- -------------
Total equity shareholders'
funds 9,008 8,088 8,384
---------------------------------- ----------- ----------- -------------
*At fair value through
profit and loss
Balance Sheet -- Ordinary Shares
Ordinary shares
Ordinary shares Ordinary shares As at 31 December
As at 30 June 2020 As at 30 June 2019 2019
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
---------------------------------- ----------- ----------- -------------
Fixed asset investments* 1,364 2,403 2,068
Current assets:
Cash at bank and in hand 1,158 477 470
Debtors - - -
---------------------------------- ----------- ----------- -------------
1,158 477 470
Creditors:
Amounts falling due within
one year (22) (32) (22)
---------------------------------- ----------- ----------- -------------
(32) (22)
Net current assets 1,136 445 448
Performance fee payable (50) (119) (53)
Net assets 2,450 2,729 2,463
---------------------------------- ----------- ----------- -------------
Called up equity share
capital 81 81 81
Share premium - - -
Special distributable reserve 5,140 5,140 5,140
Capital redemption reserve - - -
Capital reserve -- gains/(losses)
on disposal 1,371 1,156 1,221
-- holding gains/(losses) (2,197) (1,699) (2,034)
Revenue reserve (1,945) (1,949) (1,945)
---------------------------------- ----------- ----------- -------------
Total equity shareholders'
funds 2,450 2,729 2,463
---------------------------------- ----------- ----------- -------------
Net asset value per share 30.2 33.6p 30.4p
---------------------------------- ----------- ----------- -------------
*At fair value through
profit and loss
Balance Sheet -- B Shares
B shares
B shares B shares As at 31 December
As at 30 June 2020 As at 30 June 2019 2019
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
---------------------------------- ----------- ----------- -------------
Fixed asset investments* 3,236 2,878 2,693
Current assets:
Cash at bank and in hand 3,383 2,458 3,439
Debtors 9 119 3
---------------------------------- ----------- ----------- -------------
3,392 2,577 3,442
Creditors:
Amounts falling due within
one year (70) (96) (214)
---------------------------------- ----------- ----------- -------------
(96) (214)
Net current assets 3,322 2,481 3,228
Performance fee payable - - -
Net assets 6,558 5,359 5,921
---------------------------------- ----------- ----------- -------------
Called up equity share
capital 73 54 64
Share premium 3,634 1,889 2,806
Special distributable reserve 3,145 3,350 3,255
Capital redemption reserve - - -
Capital reserve -- gains/(losses)
on disposal 186 (39) (25)
-- holding gains/(losses) (260) 158 (27)
Revenue reserve (220) (53) (152)
---------------------------------- ----------- ----------- -------------
Total equity shareholders'
funds 6,558 5,359 5,921
---------------------------------- ----------- ----------- -------------
Net asset value per share 89.3 99.5p 93.1p
---------------------------------- ----------- ----------- -------------
*At fair value through
profit and loss
Statement of Changes in Equity - Combined
Capital
Capital reserve
Special Capital reserve holding
Share Share distributable redemption gains/ gains/ Revenue
Capital premium reserve reserve (losses) (losses) reserve Total
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
------------------------------
As at 1 January 2019 121 568 10,839 - 1,029 (1,309) (1,967) 9,281
B share issue 14 1,321 - - - - - 1,335
Revenue return on ordinary
activities after tax - - - - - - (35) (35)
Expenses charged to capital - - - - (35) - - (35)
Performance fee allocated
as capital expenditure - - - - 71 - - 71
Dividends paid - - (2,349) - - - - (2,349)
Current period gains
on disposal - - - - 52 - - 52
Current period losses
on fair value of investments - - - - - (232) - (232)
Balance as at 30 June
2019 135 1,889 8,490 - 1,117 (1,541) (2,002) 8,088
As at 1 January 2019 121 568 10,839 - 1,029 (1,309) (1,967) 9,281
B share issue 24 2,238 - - - - - 2,262
Revenue return on ordinary
activities after tax - - - - - - (130) (130)
Expenses charged to capital - - - - (21) - - (21)
Performance fee allocated
as capital expenditure - - - - 136 - - 136
Dividends Paid (2,444) - - - - (2,444)
Current period gains
on disposal - - - - 52 - - 52
Current period losses
on fair value of investments - - - - - (752) - (752)
Balance as at 31 December
2019 145 2,806 8,395 - 1,196 (2,061) (2,097) 8,384
B share issue 9 828 - - - - - 837
Revenue return on ordinary
activities after tax - - - - - - (68) (68)
Expenses charged to capital - - - - (21) - - (21)
Performance fee allocated
as capital expenditure - - - - 3 - - 3
Dividends paid - - (110) - - - - (110)
Current period gains
on disposal - - - - 655 - - 655
Current period losses
on fair value of investments - - - - - (672) - (672)
Prior years' unrealised
losses now realised - - - - (276) 276 - 0
Balance as at 30 June
2020 154 3,634 8,285 - 1,557 (2,457) (2,165) 9,008
Statement of Changes in Equity -- Ordinary Shares
Capital
Capital reserve
Special Capital reserve holding
Share Share distributable redemption gains/ gains/ Revenue
Capital premium reserve reserve (losses) (losses) reserve Total
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
------------------------------
As at 1 January 2019 81 - 7,412 - 1,047 (1,309) (1,949) 5,282
B share issue - - - - - - - -
Revenue return on ordinary
activities after tax - - - - - - - -
Expenses charged to capital - - - - - - - -
Performance fee allocated
as capital expenditure - - - - 71 - - 71
Dividends paid - - (2,272) - - - - (2,272)
Current period gains
on disposal - - - - 38 - - 38
Current period losses
on fair value of investments - - - - - (390) - (390)
Balance as at 30 June
2019 81 - 5,140 - 1,156 (1,699) (1,949) 2,729
As at 1 January 2019 81 - 7,412 - 1,047 (1,309) (1,949) 5,282
Revenue return on ordinary
activities after tax - - - - - - 4 4
Performance fee allocated
as capital expenditure - - - - 136 - - 136
Dividends Paid - - (2,272) - - - - (2,272)
Current period gains
on disposal - - - - 38 - - 38
Current period losses
on fair value of investments - - - - - (725) - (725)
Balance as at 31 December
2019 81 - 5,140 - 1,221 (2,034) (1,945) 2,463
Revenue return on ordinary
activities after tax - - - - - - - -
Expenses charged to capital - - - - (3) - - (3)
Performance fee allocated
as capital expenditure - - - - 3 - - 3
Dividends paid - - - - - - - -
Current period gains
on disposal - - - - 426 - - 426
Current period losses
on fair value of investments - - - - - (439) - (439)
Prior years' unrealised
losses now realised - - - - (276) 276 - -
Balance as at 30 June
2020 81 - 5,140 - 1,371 (2,197) (1,945) 2,450
Statement of Changes in Equity -- B Shares
Capital
Capital reserve
Special Capital reserve holding
Share Share distributable redemption gains/ gains/ Revenue
Capital premium reserve reserve (losses) (losses) reserve Total
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
------------------------------
As at 1 January 2019 40 568 3,427 - (18) - (18) 3,999
B share issue 14 1,321 - - - - - 1,335
Revenue return on ordinary
activities after tax - - - - - - (35) (35)
Expenses charged to capital - - - - (35) - - (35)
Dividends paid - - (77) - - - - (77)
Current period gains
on disposal - - - - 14 - - 14
Current period gains
on fair value of investments - - - - - 158 - 158
Balance as at 30 June
2019 54 1,889 3,350 - (39) 158 (53) 5,359
As at 1 January 2019 40 568 3,427 - (18) - (18) 3,999
B share issue 24 2,238 - - - - - 2,262
Revenue return on ordinary
activities after tax - - - - - - (134) (134)
Expenses charged to capital - - - - (21) - - (21)
Dividends Paid - - (172) - - - - (172)
Current period gains
on disposal - - - - 14 - - 14
Current period losses
on fair value of investments - - - - - (27) - (27)
Balance as at 31 December
2019 64 2,806 3,255 - (25) (27) (152) 5,921
B share issue 9 828 - - - - - 837
Revenue return on ordinary
activities after tax - - - - - - (68) (68)
Expenses charged to capital - - - - (18) - - (18)
Performance fee allocated
as capital expenditure - - - - - - - -
Dividends paid - - (110) - - - - (110)
Current period gains
on disposal - - - - 229 - - 229
Current period losses
on fair value of investments - - - - - (233) - (233)
Balance as at 30 June
2020 73 3,634 3,145 - 186 (260) (220) 6,558
Statement of Cash Flows -- Combined
Combined Combined Combined
Six months to Six months to Year to
30 June 2020 30 June 2019 31 December 2019
GBP'000 GBP'000 GBP'000
--------------------------- -------------- -------------- -----------------
Cash flows from
operating activities
Return on ordinary
activities before
tax (103) (179) (715)
Adjustments for:
(Increase)/decrease
in debtors (6) (96) 20
Decrease in creditors (8) (234) (143)
Gain on disposal of
fixed asset
investments (655) (14) (52)
Loss on valuation of
fixed asset
investments 672 232 752
--------------------------- -------------- -------------- -----------------
Cash from operations (100) (291) (138)
Income taxes paid - - -
--------------------------- -------------- -------------- -----------------
Net cash used in operating
activities (100) (291) (138)
Cash flows from investing
activities
Purchase of fixed asset
investments (1,062) (2,248) (2,248)
Sale of fixed asset
investments 1,206 42 80
--------------------------- -------------- -------------- -----------------
Total cash outflow from
investing activities 144 (2,206) (2,168)
Cash flows from financing
activities
Dividends paid (110) (2,349) (2,444)
Issue of B shares 837 1,335 2,262
Awaiting B share issue (139) - (49)
--------------------------- -------------- -------------- -----------------
Total cash outflow from
financing activities 588 (1,014) (231)
Decrease in cash and cash
equivalents 632 (3,511) (2,537)
Opening cash and cash
equivalents 3,909 6,446 6,446
Closing cash and cash
equivalents 4,541 2,935 3,909
--------------------------- -------------- -------------- -----------------
Statement of Cash Flows -- Ordinary Shares
Ordinary shares Ordinary shares Ordinary shares
Six months to Six months to Year to
30 June 2020 30 June 2019 31 December 2019
GBP'000 GBP'000 GBP'000
-------------------------- --------------- --------------- -----------------
Cash flows from
operating
activities
Return on ordinary
activities before
tax (13) (281) (547)
Adjustments for:
(Increase)/decrease
in debtors - - -
Decrease in
creditors (3) (98) (174)
Gain on disposal of
fixed asset
investments (426) - (38)
Loss on valuation of
fixed asset
investments 439 390 725
-------------------------- --------------- --------------- -----------------
Cash from operations (3) 11 (34)
Income taxes paid - - -
-------------------------- --------------- --------------- -----------------
Net cash used in operating
activities (3) 11 (34)
Cash flows from investing
activities
Sale of fixed asset
investments 691 - 38
-------------------------- --------------- --------------- -----------------
Total cash inflow from
investing activities 691 - 38
Cash flows from financing
activities
Dividend paid - (2,272) (2,272)
-------------------------- --------------- --------------- -----------------
Total cash outflow - (2,272) (2,272)
Decrease in cash and cash
equivalents 688 (2,261) (2,268)
Opening cash and cash
equivalents 470 2,738 2,738
Closing cash and cash
equivalents 1,158 477 470
-------------------------- --------------- --------------- -----------------
Statement of Cash Flows -- B Shares
B shares B shares B shares
Six months to Six months to Year to
30 June 2020 30 June 2019 31 December 2019
GBP'000 GBP'000 GBP'000
--------------------------- -------------- -------------- -----------------
Cash flows from
operating activities
Return on ordinary
activities before
tax (90) 102 (168)
Adjustments for:
(Increase)/decrease
in debtors (6) (96) 20
(Decrease)/increase
in creditors (5) (136) 31
Gain on disposal of
fixed asset
investments (229) (14) (14)
Loss/(Gain) on
valuation of fixed
asset investments 233 (158) 27
--------------------------- -------------- -------------- -----------------
Cash from operations (97) (302) (104)
Income taxes paid - - -
--------------------------- -------------- -------------- -----------------
Net cash used in operating
activities (97) (302) (104)
Cash flows from investing
activities
Purchase of fixed asset
investments (1,062) (2,248) (2,248)
Sale of fixed asset
investments 515 42 42
--------------------------- -------------- -------------- -----------------
Total cash outflow from
investing activities (547) (2,206) (2,206)
Cash flows from financing
activities
Dividends paid (110) (77) (172)
Issue of B shares 837 1,335 2,262
Awaiting B share issue (139) - (49)
--------------------------- -------------- -------------- -----------------
Total cash inflow from
financing activities 588 1,258 2,041
Decrease in cash and cash
equivalents (56) (1,250) (269)
Opening cash and cash
equivalents 3,439 3,708 3,708
Closing cash and cash
equivalents 3,383 2,458 3,439
--------------------------- -------------- -------------- -----------------
Notes to the Half-Yearly Report
1. Basis of preparation
The unaudited half-yearly results which cover the six months to 30 June
2020 have been prepared in accordance with the Financial Reporting
Council's (FRC) Financial Reporting Standard 104 Interim Financial
Reporting ('FRS 104') and the Statement of Recommended Practice (SORP)
for Investment Companies re-issued by the Association of Investment
Companies in November 2014. Details of the accounting policies and
valuation methodologies are included within the Annual Report on Pages
66-79.
2. Publication of non-statutory accounts
The unaudited half-yearly results for the six months ended 30 June 2020
do not constitute statutory accounts within the meaning of Section 415
of the Companies Act 2006. The comparative figures for the year ended 31
December 2019 have been extracted from the audited financial statements
for that year, which have been delivered to the Registrar of Companies.
The independent auditor's report on those financial statements, in
accordance with chapter 3, part 16 of the Companies Act 2006, was
unqualified. This half-yearly report has not been reviewed by the
Company's auditor.
3. Earnings per share
The earnings per Ordinary share at 30 June 2020 are calculated on the
basis of 8,115,376 shares (31 December 2019: 8,115,376 and 30 June 2019:
8,115,376) being the weighted average number of shares in issue during
the period.
The earnings per B share at 30 June 2020 are calculated on the basis of
6,903,520 (31 December 2019: 5,269,973 and 30 June 2019: 4,783,679)
being the weighted average number of shares in issue during the period.
There are no potentially dilutive capital instruments in issue and,
therefore, no diluted returns per share figures are relevant.
4. Net asset value per share
The net asset value per Ordinary share is based on net assets as at 30
June 2020 divided by 8,115,376 (31 December 2019: 8,115,376 and 30 June
2019: 8,115,376) shares in issue at that date.
The net asset value per B share is based on net assets as at 30 June
2020 divided by 7,345,171 (31 December 2019: 6,361,448 and 30 June 2019:
5,387,664) shares in issue at that date.
5. Principal risks and uncertainties
The Company's assets consist of equity and fixed interest investments,
cash and liquid resources. Its principal risks are therefore market risk,
credit risk and liquidity risk. Other risks faced by the Company include
economic, loss of approval as a Venture Capital Trust, investment and
strategic, regulatory, reputational, operational and financial risks.
These risks, and the way in which they are managed, are described in
more detail in the Company's Annual Report and Accounts for the year
ended 31 December 2019.
In addition to the above, the Company is also facing risks resulting
from the impact of the C-19 pandemic. The Company's Board and Investment
Manager are focused on ensuring that investee companies are taking the
required actions to minimise the potential impact that the C-19 pandemic
could have on them.
The Board and Seneca will continue to review risks posed by C-19 and
keep those risks under regular review.
6. Related party transactions
Certain Directors are entitled to participate in a performance bonus as
detailed in note 6 of the Annual Report. Those Directors are entitled to
receive a performance incentive fee, of up to 20% of sums returned to
shareholders by way of dividends and capital distributions of whatever
nature, which in aggregate exceeds the sum of 80p per share (including
dividends paid to date, i.e. 52.25p per Ordinary share, but excluding
any sums returned to shareholders from HMRC in the year of
subscription). Full details are included in the Directors' Remuneration
Report and in Notes 5 and 6 of the 2019 Annual Report and Accounts,
which can be viewed on the Company's website.
The management fee payable to Seneca is calculated as 2% of the weighted
average net assets of the B share portfolio. As a result, Seneca would
have earned GBP124k in management fees in the current period, however
this is reduced to GBP24k as a result of the 3% cost cap (30 December
2019: reduced to GBP28k, 30 June 2019: reduced to GBP15k).
Seneca accrued GBP56k (30 June 2019: GBP141k) in transaction fees,
monitoring and directors' fees from investee companies. Seneca may also
become entitled to a performance fee. See note 3 to the Annual Report
for more information on these fees.
As detailed in the offer for subscription document dated 16 July 2019,
Seneca (as promoters of the Offer) are entitled to charge the Company up
to 5.5% of investors' subscriptions. No fees have been accrued to Seneca,
based on the allotments of GBP837k (net of facilitated fees and promoter
fee) as at 30 June 2020 (31 December 2019: GBP20k, 30 June 2019:
GBP18k).
7. Events after the Balance Sheet Date
On 10 July 2020, the Company allotted and issued 47,030 B shares. In
accordance with the allotment formula set out in the prospectus for the
Offer, the B shares were allotted at the offer price of 89.3p per share,
calculated by reference to the unaudited net asset value of a B share as
at 27 April 2020 (89.3p per B share as announced on 27 April 2020).
As a result of the allotment, the number of shares in issue as at 10
July 2020 was 8,115,376 Ordinary shares of 1p each and 7,392,201 B
shares. Therefore, the total number of voting rights in the Company was
15,507,577 as at 10 July 2020.
The Offer closed on 13 July 2020 and the Company received and accepted
valid applications to the value of GBP1,814k (before issue costs) under
the Offer.
8. Copies of this statement are available from the
Registrar's office at Neville House, Steelpark Road, Halesowen, B62 8HD,
and on the company's website -- www.senecavct.co.uk.
(END) Dow Jones Newswires
July 30, 2020 02:00 ET (06:00 GMT)
Copyright (c) 2020 Dow Jones & Company, Inc.
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