
Half-Year Report
Company | Detail | Total invested (£) | Accounting cost at date of disposal (£) | Exit proceeds and deferred consideration (£) | Total return (£) |
Callen-Lenz Associates Limited1 | Full disposal | 4,875,000 | 4,875,000 | 26,266,395 | 26,266,395 |
Specac International Limited2 | Full disposal | 1,300,000 | 2,054,761 | 11,876,787 | 13,326,804 |
Crosstown Dough Ltd | Full disposal | 1,500,000 | 1,500,000 | - | - |
So-Sure Limited3 | Full disposal | 1,600,000 | 1,600,000 | 11,429 | 11,429 |
Spektrix Limited | Loan repayment | 112,873 | 112,873 | 112,873 | 112,873 |
Positive Response Corporation Ltd | Loan repayment | 100,000 | 100,000 | 100,000 | 100,000 |
9,487,873 | 10,242,634 | 38,367,484 | 39,817,501 |
Pipeline
As at 30 June 2024, the Company had cash reserves of £64.5 million, which will be used to fund new and follow‐on investments, buybacks, dividends and corporate expenditure. We are seeing a strong pipeline of new opportunities, with several opportunities in due diligence or in exclusivity, with further deal completions expected to be announced in the months to follow.
The outlook for the UK economy is more favourable during the year to date, with inflation returning to historic norms over the last 12 months. Consumer spending remains squeezed however, resulting from stubbornly higher interest rates and the effects of recent high inflation still being felt. Conflicts in Ukraine and Gaza continue to impact supply chains and erode confidence.
Global markets have proven to be exceptionally volatile so far in 2024, which recently gave rise to some concern within the market about a US recession which would have far-reaching consequences globally. Against this unsettled backdrop, the UK economy is performing reasonably well and UK companies continue to seek both the capital and experience to help deliver growth in uncertain times.
With a broad network of deal introducers across the UK and internationally, and through its growing network of regional offices, we continue to see a large volume of attractive investment opportunities. This is not expected to change in the medium term. We continue to pursue a balanced strategy, targeting companies from a range of sectors and at different stages of maturity to combat market volatility.
Key portfolio developments
Material changes in valuation, defined as increasing or decreasing by £1.0 million or more since 31 December 2023, are detailed below. Updates on these companies are included on page 12 and in the Top Ten Investments section on pages 17 to 20 in the Unaudited Half-Yearly Financial Report.
Key valuation changes in the period
Valuation | Valuation change | |
methodology | (£) | |
TLS Holdco Limited1 | Discounted earnings multiple | 2,135,763 |
Hexarad Group Limited1 | Price of last funding round | 1,685,755 |
Aerospace Tooling Corporation Limited | Discounted earnings multiple | (1,417,100) |
Outlook
2024 has so far been a year of market volatility. Global markets performed strongly in the first six months of the year, with US indexes such as the S&P 500 and NASDAQ delivering consistent gains, albeit largely driven by a handful of high‐performing technology companies. Increasing unemployment rates created a sense of anxiety in the US, whilst volatility across the market is expected to continue in the medium term as a result of the ongoing wars in Ukraine and Gaza, which threaten to morph into global conflicts. In addition, nations representing approximately half of the global population are holding or have held elections in 2024, with the polarising US election taking place later in the year. This political uncertainty deepens the sense of instability in the markets.
Despite this challenging backdrop, the UK economy continues to perform relatively well. The FTSE 100 has shown steady gains throughout the year, rather than the significant gains and losses driven by highly valued technology companies seen in the US. GDP growth forecasts for the year are modest but exceed the expectations set earlier in 2024. Inflation has returned to historic levels, despite evidence which suggests that increased costs continue to be passed on to consumers, eroding spending power. As a result, the base interest rate has been held at 5% or over until September, with further reductions likely to be measured. The first Labour government in over a decade appears relatively moderate and business-friendly, but is yet to announce its first budget, which could have wide‐ranging consequences for small businesses in the UK.
In light of the volatile global economy and geopolitical environment, and a UK economy that is showing moderate signs of growth, the Company has performed well in the year to date. NAV Total Return in the year to date is 5.9%. Strong exits from Specac and Callen-Lenz have significantly contributed to the 3.3p dividend paid in July and a very attractive dividend yield of 14.3% (based on the mid-market share price as at 30 June 2024 of The disappointing exits of So-Sure and Crosstown, however, exemplify the current challenges faced by businesses linked to consumer spending. The Company maintains a balanced portfolio across different sectors and stages of the business lifecycle, which should stand it in good stead to face the volatility ahead. Our hands-on approach to challenges and exit planning continues to add value to the portfolio companies.
Looking to the remainder of 2024 and beyond, it would be reasonable to expect further volatility given the geopolitical and economic environment. The US election could have far-reaching consequences, while few concrete details have yet emerged on the new UK government's first budget. Interest rates are likely to remain relatively high in the medium term, although this may create opportunities for equity investors to support SMEs put off by the cost of debt.
On the optimistic side, the UK's relatively low market volatility and moderate government should mean it remains an attractive place to do business. We expect to see continuing interest in UK companies as acquisition targets for overseas corporations. The UK continues to invest heavily in innovation through world-class universities and support networks, generating a good flow of attractive investment opportunities for us.
We are pleased with the performance in the year to date, with a successful fundraising, high-potential new investments and attractive exits. With inflation returning to historic norms and consumer confidence hopefully improving, there is cause for some optimism looking to the future. Crucially, the portfolio remains diversified across sectors and with a mix of higher-growth and cash-generative businesses, the Company is resilient to headwinds and challenges. The Company has further strengthened its position in the rankings against its peers in the VCT market, which remains an important source of capital for UK entrepreneurs.
James Livingston
Foresight Group LLP
26 September 2024
Unaudited Half-Yearly Results And Responsibilities Statements
Principal risks and uncertainties
The principal risks faced by the Company are as follows:
- Market risk Strategic and performance risk Internal control risk Legislative and regulatory risk VCT qualifying status risk Investment valuation and liquidity risk
The Board reported on the principal risks and uncertainties faced by the Company in the Annual Report and Accounts for the year ended 31 December 2023. A detailed explanation can be found on pages 47 to 49 of the Annual Report and Accounts, which is available on Foresight Enterprise VCT's website or by writing to Foresight Group LLP at The Shard, 32 London Bridge Street, London SE1 9SG.
In the view of the Board, there have been no changes to the fundamental nature of these risks since the previous Annual Report and Accounts. The emerging risks identified in the previous report included those of climate change, inflationary pressures, interest rates, supply chain issues, energy prices and geopolitical tensions. These emerging risks continue to apply and be monitored. The Board and the Manager continue to follow all emerging risks closely with a view to identifying where changes affect the areas of the market in which portfolio companies operate. This enables the Manager to work closely with portfolio companies, preparing them so far as possible to ensure they are well positioned to endure potential volatility.
Directors' responsibility statement
The Disclosure and Transparency Rules (“DTR”) of the UK Listing Authority require the Directors to confirm their responsibilities in relation to the preparation and publication of the Half-Yearly Financial Report.
The Directors confirm to the best of their knowledge that:
a) The summarised set of financial statements has been prepared in accordance with FRS 104
b) The Half-Yearly Financial Report includes a fair review of the information required by DTR 4.2.7R (indication of important events during the first six months and description of principal risks and uncertainties for the remaining six months of the year)
c) The summarised set of financial statements gives a true and fair view of the assets, liabilities, financial position and profit or loss of the Company as required by DTR d) The Half-Yearly Financial Report includes a fair review of the information required by DTR 4.2.8R (disclosure of related parties' transactions and changes therein)
Going concern
The Company's business activities, together with the factors likely to affect its future development, performance and position, are set out in the Strategic Report of the Annual Report. The financial position of the Company, its cash flows, liquidity position and borrowing facilities are described in the Chair's Statement, Strategic Report and Notes to the Accounts of the 31 December 2023 Annual Report.
In addition, the Annual Report includes the Company's objectives, policies and processes for managing its capital; its financial risk management objectives; details of its financial instruments; and its exposures to credit risk and liquidity risk.
The Company has considerable financial resources together with investments and income generated therefrom across a variety of industries and sectors. As a consequence, the Directors believe that the Company is well placed to manage its business risks successfully.
The Directors have reasonable expectation 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 annual financial statements.
The Half-Yearly Financial Report has not been audited nor reviewed by the auditors.
On behalf of the Board
Michael Gray
Chair
26 September 2024
Unaudited Income Statement
For the six months ended 30 June 2024
Six months ended | Six months ended | Year ended | |||||||
30 June 2024 | 30 June 2023 | 31 December 2023 | |||||||
(Unaudited) | (Unaudited) | (Audited) | |||||||
Revenue | Capital | Total | Revenue | Capital | Total | Revenue | Capital | Total | |
£'000 | £'000 | £'000 | £'000 | £'000 | £'000 | £'000 | £'000 | £'000 | |
Realised gains on investments | - | 25,300 | 25,300 | - | 3,411 | 3,411 | - | 5,366 | 5,366 |
Investment holding (losses)/gains | - | (13,044) | (13,044) | - | 1,950 | 1,950 | - | 6,405 | 6,405 |
Income | 1,750 | - | 1,750 | 1,048 | - | 1,048 | 2,683 | - | 2,683 |
Investment management fees | (434) | (2,614) | (3,048) | (373) | (1,573) | (1,946) | (759) | (3,845) | (4,604) |
Other expenses | (420) | - | (420) | (417) | - | (417) | (790) | - | (790) |
Return on ordinary activities before taxation | 896 | 9,642 | 10,538 | 258 | 3,788 | 4,046 | 1,134 | 7,926 | 9,060 |
Taxation | (183) | 183 | - | - | - | - | (225) | 225 | - |
Return on ordinary activities after taxation | 713 | 9,825 | 10,538 | 258 | 3,788 | 4,046 | 909 | 8,151 | 9,060 |
Return per share | 0.3p | 3.6p | 3.9p | 0.1p | 1.7p | 1.8p | 0.4p | 3.5p | 3.9p |
The total columns of this statement are the profit and loss account of the Company and the revenue and capital columns represent supplementary information.
All revenue and capital items in the above Income Statement are derived from continuing operations. No operations were acquired or discontinued in the period.
The Company has no recognised gains or losses other than those shown above, therefore no separate statement of total recognised gains and losses has been presented.
The Company has only one class of business and one reportable segment, the results of which are set out in the Income Statement and Balance Sheet.
There are no potentially dilutive capital instruments in issue and, therefore, no diluted earnings per share figures are relevant. The basic and diluted earnings per share are, therefore, identical.
Unaudited Reconciliation Of Movements In Shareholders' Funds
For the six months ended 30 June 2024
Called-up | Share | Capital | |||||
share | premium | redemption | Distributable | Capital | Revaluation | ||
capital | account | reserve | reserve1 | reserve1 | reserve | Total | |
£'000 | £'000 | £'000 | £'000 | £'000 | £'000 | £'000 | |
As at 1 January 2024 | 2,567 | 102,801 | 679 | 44,046 | (31,047) | 49,430 | 168,476 |
Share issues in the period | 171 | 10,894 | - | - | - | - | 11,065 |
Expenses in relation to share issues | - | (348) | - | - | - | - | (348) |
Repurchase of shares | (88) | - | 88 | (5,460) | - | - | (5,460) |
Realised gains on disposal of investments | - | - | - | - | 25,300 | - | 25,300 |
Investment holding losses | - | - | - | - | - | (13,044) | (13,044) |
Dividends paid | - | - | - | (13,200) | - | - | (13,200) |
Management fees charged to capital | - | - | - | - | (2,614) | - | (2,614) |
Revenue return for the period before taxation | - | - | - | 896 | - | - | 896 |
Taxation for the period | - | - | - | (183) | 183 | - | - |
As at 30 June 2024 | 2,650 | 113,347 | 767 | 26,099 | (8,178) | 36,386 | 171,071 |
Unaudited Balance Sheet
At 30 June 2024
Registered number: 03506579
As at 30 June | As at 30 June | As at 31 December | |
2024 | 2023 | 2023 | |
(Unaudited) | (Unaudited) | (Audited) | |
£'000 | £'000 | £'000 | |
Fixed assets | |||
Investments held at fair value through profit or loss | 102,729 | 107,332 | 119,587 |
Current assets | |||
Debtors | 5,418 | 3,341 | 2,726 |
Cash and cash equivalents | 64,515 | 39,012 | 47,843 |
Total current assets | 69,933 | 42,353 | 50,569 |
Creditors | |||
Amounts falling due within one year | (1,591) | (1,531) | (1,680) |
Net current assets | 68,342 | 40,822 | 48,889 |
Net assets | 171,071 | 148,154 | 168,476 |
Capital and reserves | |||
Called-up share capital | 2,650 | 2,337 | 2,567 |
Share premium account | 113,347 | 83,327 | 102,801 |
Capital redemption reserve | 767 | 606 | 679 |
Distributable reserve | 26,099 | 47,864 | 44,046 |
Capital reserve | (8,178) | (30,955) | (31,047) |
Revaluation reserve | 36,386 | 44,975 | 49,430 |
Equity Shareholders' funds | 171,071 | 148,154 | 168,476 |
Net Asset Value per share | 64.5p | 63.4p | 65.6p |
Unaudited Cash Flow Statement
For the six months ended 30 June 2024
Six months ended 30 June 2024 | Six months ended 30 June 2023 | Year ended 31 December 2023 | |
(Unaudited) | (Unaudited) | (Audited) | |
£'000 | £'000 | £'000 | |
Cash flow from operating activities | |||
Loan interest received from investments | 401 | 636 | 1,238 |
Dividends received from investments | 165 | - | 175 |
Other income received from investments | - | - | 71 |
Deposit and similar interest received | 979 | 412 | 1,190 |
Investment management fees paid | (1,747) | (1,485) | (3,029) |
Performance incentive fee paid | (1,115) | - | (734) |
Secretarial fees paid | (101) | (91) | (197) |
Other cash payments | (240) | (288) | (549) |
Net cash outflow from operating activities | (1,658) | (816) | (1,835) |
Cash flow from investing activities | |||
Purchase of investments | (8,969) | (7,608) | (17,652) |
Net proceeds on sale of investments | 34,486 | 16,430 | 20,572 |
Net proceeds on deferred consideration | 1,057 | - | 669 |
Net cash inflow from investing activities | 26,574 | 8,822 | 3,589 |
Cash flow from financing activities | |||
Proceeds of fundraising | 9,182 | 14,685 | 34,910 |
Expenses of fundraising | (535) | (360) | (474) |
Repurchase of own shares | (5,432) | (1,448) | (6,504) |
Equity dividends paid | (11,459) | (6,685) | (6,657) |
Net cash (outflow)/inflow from financing activities | (8,244) | 6,192 | 21,275 |
Net inflow of cash in the period | 16,672 | 14,198 | 23,029 |
Reconciliation of net cash flow to movement in net funds | |||
Increase in cash and cash equivalents for the period | 16,672 | 14,198 | 23,029 |
Net cash and cash equivalents at start of period | 47,843 | 24,814 | 24,814 |
Net cash and cash equivalents at end of period | 64,515 | 39,012 | 47,843 |
Analysis of changes in net debt
At 1 January | At 30 June | ||
2024 | Cash flow | 2024 | |
£'000 | £'000 | £'000 | |
Cash and cash equivalents | 47,843 | 16,672 | 64,515 |
Notes To The Unaudited Half-Yearly Results
For the six months ended 30 June 2024
1
The Unaudited Half-Yearly Financial Report has been prepared on the basis of the accounting policies set out in the statutory accounts of the Company for the year ended 31 December 2023. Unquoted investments have been valued in accordance with IPEV Valuation Guidelines (as updated in December 2022 including further COVID-19 guidance in March 2020).
2
These are not statutory accounts in accordance with S436 of the Companies Act 2006 and the financial information for the six months ended 30 June 2024 and 30 June 2023 has been neither audited nor formally reviewed. Statutory accounts in respect of the year ended 31 December 2023 have been audited and reported on by the Company's auditors and delivered to the Registrar of Companies and included the report of the auditors which was unqualified and did not contain a statement under S498(2) or S498(3) of the Companies Act 2006. No statutory accounts in respect of any period after 31 December 2023 have been reported on by the Company's auditors.
3
Copies of the Unaudited Half-Yearly Financial Report will be sent to Shareholders via their chosen method and will be available for inspection at the Registered Office of the Company at The Shard, 32 London Bridge Street, London SE1 9SG.
4 Net Asset Value per share
The Net Asset Value per share is based on net assets at the end of the period and on the number of shares in issue at the date.
Number of | ||
Net assets | shares in issue | |
30 June 2024 | £171,071,000 | 265,024,186 |
30 June 2023 | £148,154,000 | 233,691,676 |
31 December 2023 | £168,476,000 | 256,728,468 |
5 Return per share
The weighted average number of shares used to calculate the respective returns are shown in the table below.
Shares | |
Six months ended 30 June 2024 | 271,618,784 |
Six months ended 30 June 2023 | 225,472,482 |
Year ended 31 December 2023 | 230,692,970 |
Earnings for the period should not be taken as a guide to the results for the full year.
6 Income
Six months ended 30 June 2024 £'000 | Six months ended 30 June 2023 £'000 | Year ended 31 December 2023 £'000 | |
Deposit and similar interest received | 979 | 412 | 1,190 |
Loan stock interest | 606 | 636 | 1,247 |
Dividends receivable | 165 | - | 175 |
Other income | - | - | 71 |
Total income | 1,750 | 1,048 | 2,683 |
7 Investments at fair value through profit or loss
£'000 | |
Book cost as at 1 January 2024 | 72,698 |
Investment holding gains | 46,889 |
Valuation at 1 January 2024 | 119,587 |
Movements in the period: | |
Purchases | 8,969 |
Disposal proceeds1 | (34,486) |
Realised gains2 | 24,243 |
Investment holding losses3 | (15,584) |
Valuation at 30 June 2024 | 102,729 |
Book cost at 30 June 2024 | 71,424 |
Investment holding gains | 31,305 |
Valuation at 30 June 2024 | 102,729 |
8 Related party transactions
No Director has an interest in any contract to which the Company is a party other than their appointment and payment as Directors.
9 Performance incentive fee
In order to incentivise the Manager to generate enhanced returns for Shareholders, the Manager is entitled to a performance incentive fee, designated a share-based payment due to its nature. This fee is equal to 15% of dividends paid to Shareholders, subject to the total return (Net Asset Value plus cumulative dividends paid per share on or after 11 January 2011) exceeding 100p (“High Watermark”), both immediately before and after the performance incentive fee is paid. After each distribution is made to Shareholders where a performance incentive is paid, the High Watermark required to be achieved by the Company to trigger a further performance incentive fee will be amended to take account of the dividend paid.
A £1,115,000 performance incentive fee was paid during the period (31 December 2023: £734,000) following the January 2024 dividend. The High Watermark as at 19 January 2024 was at The total return as at 19 January 2024 was As a result of performance incentive fee payments made in the current and previous years, the High Watermark as at 30 June 2024 was 112.7p (31 December 2023: The total return as at 30 June 2024 was 117.2p (31 December 2023: At 30 June 2024, the Company has accrued an amount of £1,312,000 in relation to future performance incentive fees as it is considered likely such payment will become due over the medium term (31 December 2023: £1,115,000).
10 Transactions with the Manager
Foresight Group LLP advises the Company on investments under an agreement dated 30 July 2004. During the period, Foresight Group LLP earned fees of £1,736,000 (30 June 2023: £1,492,000; 31 December 2023: £3,035,000). A performance incentive fee of £1,115,000 (30 June 2023: £nil; 31 December 2023: £734,000) was paid in the period with an additional provision of £1,312,000 (30 June 2023: £734,000; 31 December 2023: £1,115,000) recognised as at the period end.
During the period, administration services of a total cost of £101,000 (30 June 2023: £91,000; 31 December 2023: £197,000) were delivered to the Company by Foresight Group LLP, Company Secretary.
At 30 June 2024, the amount due from Foresight Group LLP was £46,000 (30 June 2023: £nil; 31 December 2023: (£8,000)).
A copy of the Unaudited Half-Yearly Financial Report will be submitted to the National Storage Mechanism in accordance with UK Listing Rules (“UKLR”)11.4.1 / UKLR 6.4.1 and UKLR 6.4.3.
END
For further information, please contact:
Company Secretary
Foresight Group LLP
Contact: Stephen Thayer Tel: 0203 667 8100
Investor Relations
Foresight Group LLP
Contact: Andrew James Tel: 0203 667 8181


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