MVCT Molten Ventures Vct Plc

Molten Ventures VCT plcLEI: 2138003I9Q1QPDSQ9Z97Half-Year Report14 December 2023

Recent performance summary

CHAIRMAN’S STATEMENTI am pleased to present the Half-Yearly Report for the Company for the six months ended 30 September 2023.

Market conditions have remained difficult throughout the period, however we have seen a steady level of new investment activity, utilising some of the funds raised from the successful offer for subscription earlier this year.

Net Asset Value and resultsAt 30 September 2023, the Company’s Net Asset Value per share (“NAV”) stood at 49.9p, a decrease of 1.9p or 3.6% since 31 March 2023 (after adding back the dividend paid during the period).

The loss on ordinary activities after taxation for the period was £3.8 million, comprising a revenue loss of £209,000 and a capital loss of £3.6 million.

DividendIn 2023, the Company paid dividends in April and September 2023, totalling 1.5p. As explained in the 2023 Annual Report, VCT regulations restrict the payment of dividends out of reserves related to funds raised in the last three to four years. Following a series of successful fundraising offers in recent years, the Company has raised substantial levels of funds and as a result the Board currently has to carefully monitor reserves to ensure that the VCT regulations remain adhered to. The Board targets a total annual dividend of equal to 5% of net asset value, although ensuring continuing compliance with the VCT regulations will always take precedent.

As a result of the above, the Board is not proposing to pay a dividend prior to the end of the accounting period but intends to review this and continue a strong dividend policy once a greater level of reserves is “unlocked” from the VCT regulation restrictions in future.With this in mind, the Company will pay an interim dividend on 5 April 2024 of 1.0p per share, to Shareholders on the register at 23 February 2024.

Shareholders are reminded that the Company operates a Dividend Reinvestment Scheme, which allows Shareholders to automatically reinvest their dividends into new shares in the Company and obtain further income tax relief on that investment. Further details about how to opt-in can be found in the “Shareholder Information” section on the inside cover of this report. The last date for elections under the Dividend Reinvestment Scheme for the above dividend will be 8 March 2024.

Venture capital investmentsDuring the period, the Company made four new and three follow-on investments, at a total cost of £13.2 million.

New investments were made in Morressier GmbH, Melio Healthcare Limited, Binalyze OU, and Oliva Health Holdings Inc. Follow-on investments were made in Global Satellite Vu Limited, Allplants Limited, and Apperio Limited.

At the period end, the Company held a portfolio of 52 venture capital investments, valued at £92.2 million.

As usual, the Board has reviewed the valuations of the unquoted investments as at 30 September 2023 and a number of adjustments to their carrying values have been made. This has resulted in a net valuation downturn of £2.6 million for the period across the whole portfolio.

The Company holds two AIM-quoted investments; Access Intelligence plc and Fulcrum Utility Services Limited, which are both valued at their share prices as at 30 September 2023. The valuation of the investment in Access Intelligence saw a decrease of £1.7 million over the period and that in Fulcrum of £383,000.

Fundraising As noted in the last Annual Report, the Company closed a successful offer for subscription in February 2023, having raised £29.6 million.

In view of the strong demand from investors and the expectation of a continuing stream of good quality deal flow, the Company launched a new offer for subscription in October, seeking to raise up to £20 million (with an overallotment facility of £20 million to be used at the Directors’ discretion). Approximately £3.5 million has been raised to date.

Shareholders can find full details of the offer, including the prospectus, and online application at:investors.moltenventures.com/investor-relations/vct

Investors are recommended to consult their financial adviser before making any investment decisions.

Share buybacksThe Company continues to operate a policy of buying in its shares that become available in the market at approximately a 5% discount to the latest published NAV, subject to regulatory and liquidity constraints.

In line with this policy, during the period, the Company purchased 1,233,000 shares for cancellation at an average price of 48.91p per share.

As noted above in respect of the dividend, the Board is currently monitoring the Company’s reserves to ensure continued compliance with the VCT regulations. In view of this, it is not expected that any further share buybacks will be made prior to the end of March 2024. However, the Board confidently expects to resume buybacks, subject to the above, in the Company’s next financial year.

Any Shareholders considering selling their shares will need to use a stockbroker, whom you should ask to contact Panmure Gordon (UK) Limited, who acts as the Company’s corporate broker, and maintains a list of potential sellers to be contacted when the next buyback is undertaken by the Company.

OutlookAlthough we have seen a slight fall in NAV over the period, the Board is satisfied with the approach taken by the manager in supporting existing portfolio companies and continuing to identify suitable new opportunities.

We are hopeful that conditions will begin to improve in 2024 and that we may now be approaching a point in the cycle when excellent investment opportunities in the sectors in which your Company operates are available at attractive prices which can drive strong performance in future.

I look forward to updating Shareholders on progress in my statement in the Annual Report to 31 March 2024, which will be published in the summer.

David BrockChairman

INVESTMENT MANAGER’S REPORT

The challenging market backdrop has continued for the period however we continue to actively support our portfolio companies as well as making new investments.

The valuation movements in the first half of the year showed a NAV Total Return (NAVTR - adding back dividends paid in the period) decrease of 3.6%. While we are disappointed to report this small decline in NAVTR in the period, our long-held and consistent approach to valuations has enabled the manager to demonstrate relative resilience. Having acted quickly at the onset of the downturn in early 2022, we are now seeing evidence of greater stability in our valuations, and we anticipate further stabilisation, and in parts, recovery.

Following a successful fundraising season, deployment has been strong for the first seven months of the year. Including one new investment made post the period end, the team completed eight investments totalling £15.9 million. This compares with a total invested in the previous twelve months of £17.3 million. This comprised five new investments totalling £12.1 million alongside three follow-on investments totalling £3.8 million.

At the period end, Molten technology companies represented 87% of the portfolio and legacy companies 13%. The net asset valuation split was 76% in investments, and 24% in cash and other net current assets, which was reduced by the new investment made post the period end.

Five new investments (including one made post the period end), alongside the Molten EIS and Molten Ventures plc funds, were made into the following companies:

In the period, one portfolio company, Global Satellite Vu Limited, attracted a £12.7 million follow-on investment bringing their total investment to £30.5m in venture capital funding. The round was led by Molten Ventures, with participation from Seraphim Space Investment Trust PLC, A/O Proptech, Lockheed Martin, Ridgeline Ventures, Earth Sciences Foundation, and Stellar Ventures - all existing investors.

Global Satellite Vu Limited, is a UK-based company that is launching a constellation of infrared satellites capable of monitoring the thermal footprint of any building on earth multiple times a day. The technology, built by Airbus, is proven, and there's commercial exclusivity over the intellectual property in perpetuity. The first satellite launched in June 2023 with SpaceX. By 2024/5 a constellation of just 7 satellites will provide global coverage with the ability to capture data over specific areas of interest 10-20 times a day.

Global Satellite Vu is not just focusing on delivering geospatial intelligence for defence and government customers; its long-term vision is to create proprietary data, analytics, and solutions focusing on energy efficiency, retrofit, and net-zero markets. Global Satellite Vu has already secured customer commitments through its Early Access Option Programme (EAP) valued at over £128 million.

Two further smaller follow-on investments were made into Apperio Limited and AllPlants Limited.

There were no successful exits in the period, however, post the period end Fluidic Analytics entered administration. While disappointing from a returns perspective, we are hopeful that the technology will be sold to continue the ground-breaking work achieved by the company.

Following the successful fundraise of £29.6 million in the last tax season, the Company recently launched its new fundraising offer with a target first close of £20 million. The prospectus is available to download from the VCT’s website at investors.moltenventures.com/investor-relations/vctAccess to the application portal and other documentation is also available on that page.

The Investment Manager is an active member of the VCT Association (VCTA) which represents 13 of the largest VCT fund managers and makes up over 90% of the £6.6 billion VCT industry. We were delighted to see that the Chancellor has officially confirmed the extension of the sunset clause on the VCT scheme to 2035. This fantastic result is a testament to the hard work of the VCTA and its members over the last few years. The data, resources and site visit opportunities provided by VCT managers were vital in helping to make the case to HM Treasury that the VCT scheme deserves to be extended and help the next generation of British businesses scale and grow.

As your fund manager, we are cautiously optimistic for the year ahead as the technology markets continue to stabilise and recover in places. Our focus remains on positioning ourselves to capture exceptional opportunities at attractive valuations in what is increasingly a buyers’ market for venture capital.

Elderstreet Investments LimitedPart of the Molten Ventures Group

SUMMARY OF INVESTMENT PORTFOLIO

*Quoted on AIM All venture capital investments are unquoted unless otherwise stated.

SUMMARY OF INVESTMENT MOVEMENTS

All venture capital investments are unquoted unless otherwise stated.

UNAUDITED BALANCE SHEET as at 30 September 2023

UNAUDITED INCOME STATEMENT for the six months ended 30 September 2023

All Revenue and Capital items in the above statement are derived from continuing operations. The total column within the Income Statement represents the profit and loss account of the Company.

UNAUDITED STATEMENT OF CHANGES IN EQUITYfor the six months ended 30 September 2023

A transfer of £973,000 was made from the Special Reserve to the Capital Reserve – realised in respect of capital expenses for the period.

UNAUDITED STATEMENT OF CASH FLOWS

for the six months ended 30 September 2023

NOTES TO THE UNAUDITED FINANCIAL STATEMENTSfor the six months ended 30 September 20231.  The unaudited Half-Yearly Report covers the six months to 30 September 2023 and has been prepared in accordance with the accounting policies set out in the statutory accounts for the period ended 31 March 2023, which were prepared in accordance with the Financial Reporting Standard 102 (“FRS 102”) and the Statement of Recommended Practice “Financial Statements of Investment Trust Companies” issued in July 2022 (“SORP”).

2.  The Company has only one class of business and derives its income from investments made in shares, securities and bank deposits.

3.  The comparative figures are in respect of the six months ended 30 September 2022 and the year ended 31 March 2023, respectively.

4.  Basic and diluted return per Share

5.  Dividends

6.  Basic and diluted Net Asset Value per Share

7.  Called up Share capital

During the period, the Company allotted 36,846,664 Ordinary Shares of 5p each (“Shares”) under an Offer for Subscription that launched in October 2022, at an average price of 52.96p per Share. Gross proceeds received thereon were £19.5 million, with issue costs in respect of the Offer amounting to £1.0 million.

During the period the Company allotted 367,620 Ordinary Shares of 5p each (“Shares”) under a Dividend Reinvestment Scheme, at an average price of 50.29p per Share. Gross proceeds received thereon were £185,000.        

During the period, the Company purchased Shares for cancellation for an aggregate consideration of £603,000, at an average price of 48.91p per Share (approximately equal to a 5.0% discount to the most recently published NAV at the time of purchase) and representing 0.6% of the share capital in issue as at 1 April 2023.

8.  ReservesThe special reserve is available to the Company to enable the purchase of its own shares in the market without affecting its ability to pay dividends and allows the Company to write back realised capital losses arising on disposals and impairments.

Distributable reserves are calculated as follows:

During the year ended 31 March 2023, the balances on the Share Premium account and the capital redemption reserve were cancelled and added to the special reserve, contributing an additional £64.5 million to distributable reserves. The VCT regulations place some restrictions on the use of these reserves during the first three to four years after the funds on which they arose were raised. Currently, £54.9 million of the special reserve is restricted by these regulations.

9.  InvestmentsThe fair value of investments is determined using the detailed accounting policy as set out in Note 1 of the Annual Report.

The Company has categorised its financial instruments using the fair value hierarchy as follows:

Level 1        Reflects financial instruments quoted in an active market (fixed interest investments, and investments in shares quoted on either the Main or AIM Markets);Level 2        Reflects financial instruments that have prices that are observable either directly or indirectly; andLevel 3        Reflects financial instruments that use valuation techniques that are not based on observable market data (unquoted equity investments and loan note investments).

10.  Risks and uncertaintiesUnder the Disclosure and Transparency Directive, the Board is required in the Company’s half-yearly results to report on principal risks and uncertainties facing the Company over the remainder of the financial year.

The Board has concluded that the key risks facing the Company over the remainder of the financial period are as follows:

• investment risk associated with investing in small and immature businesses;
• liquidity risk arising from investing mainly in unquoted businesses; and
• failure to maintain approval as a VCT.

In all cases the Board is satisfied with the Company’s approach to these risks. As a VCT, the Company is forced to have significant exposure to relatively immature businesses. This risk is mitigated to some extent by holding a well-diversified portfolio.

With a reasonably illiquid venture capital investment portfolio, the Board ensures that it maintains an appropriate proportion of its assets in cash and liquid instruments.

The Company’s compliance with the VCT regulations is continually monitored by the Administration Manager, who regularly reports to the Board on the current position. The Company also retains Philip Hare and Associates LLP to provide regular reviews and advice in this area. The Board considers that this approach reduces the risk of a breach of the VCT regulations to a minimal level.

The Company has considerable financial resources at the period end and holds a diversified portfolio of investments. As a result, the Directors believe that the Company is well placed to manage its business risks successfully despite the current uncertain economic outlook.

The Directors have concluded that the Company has adequate resources to continue in operational existence for the foreseeable future. Thus, they continue to adopt the going concern basis of accounting in preparing the financial statements.

11.  The Directors confirm that, to the best of their knowledge, the half-yearly financial statements have been prepared in accordance with the “Statement: Half-Yearly Financial Reports” issued by the UK Accounting Standards Board as well as in accordance with FRS 104 Interim Financial Reporting and the half-yearly financial report includes a fair review of the information required by:

(a)  DTR 4.2.7R of the Disclosure and Transparency Rules, being an indication of important events that have occurred during the first six months of the current 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 4.2.8R of the Disclosure 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 entity during that period, and any changes in the related party transactions described in the last Annual Report that could do so.

12.  The unaudited financial statements set out herein do not constitute statutory accounts within the meaning of Section 434 of the Companies Act 2006 and have not been delivered to the Registrar of Companies. The figures for the period ended 31 March 2023 have been extracted from the financial statements for that period, which have been delivered to the Registrar of Companies; the Auditor’s report on those financial statements was unqualified.

13.  Copies of the unaudited Half-Yearly Report will be sent to Shareholders shortly. Further copies can be obtained from the Company’s registered office or downloaded from investors.moltenventures.com/investor-relations/vct .

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