TIDMSURE
RNS Number : 1529K
Sure Ventures PLC
19 December 2022
Sure Ventures plc
Unaudited Interim Report and Financial Statements
For the six months ended 30 September 2022
Company Number: 10829500
Table of Contents
1 Chairman's Statement
2 Investment Manager's Report6
3 Interim Management Report10
4 Alternative Performance Measures ("APMs") 12
5 Financial Statements 14
Condensed Statement of Comprehensive Income 15
Condensed Statement of Financial Position 16
Condensed Statement of Changes in Equity 17
Condensed Statement of Cash Flows 18
Notes to the Condensed Interim Financial Statements 19
1 Chairman's Statement
Chairman's Statement
Dear Shareholders,
On behalf of my fellow directors, I am delighted to present the
interim results of Sure Ventures plc (the "Company") for the six
months ended 30 September 2022.
FINANCIAL PERFORMANCE
The Company's performance for the half year to 30 September 2022
returned a net asset value ("NAV") total return per share of -3.73%
(30 September 2021: +16.47%), in line with expectations.
The performance remains largely unchanged from the impressive
full year results to 31 March 2022, due to no changes in valuation
of the underlying portfolio of unlisted investee companies.
The listed investments of the Company in ENGAGE XR Holdings plc
(formerly known as VR Education Holdings plc) ("ENGAGE") and
Immotion Group plc ("Immotion") have mirrored the sentiment of the
stock market and macro-economic environment in general which has
been volatile throughout the period. The cause of this volatility
has been well documented with Covid, the war in Ukraine and higher
interest rates. Market sentiment has been the main driver of the
share performance of these listed holdings with ENGAGE trading
marginally higher in the period and Immotion returning an
unrealised loss, accounting for the slight drop in the Company's
half year NAV. At the time of writing, the share price in ENGAGE
has further recovered while Immotion remains lower.
The Board is not overly concerned with the volatile price
movements of ENGAGE and Immotion, as unlisted investments represent
by far the greater proportion of the Company's portfolio and there
have been no grounds for any portfolio impairment since the
Company's launch.
In the period to 30 September 2022, the Company's NAV
attributable to shareholders increased steadily to GBP8.01m, with
only a limited marketing strategy being employed by the Investment
Manager.
The Company's share price continues to trade a discount to its
last published NAV, of around 14%. This is entirely normal for
listed investment trusts. As a reflection of investor appetite, in
June 2022 the Company was able to raise new subscriptions through a
private placing at the mid-market share price, thus validating its
share price.
PORTFOLIO UPDATE - FUND I
The Company holds 25.9% in Sure Valley Ventures Fund I, the
first Sub-Fund of Suir Valley Fund ICAV ("Fund I"). The total
commitment to Fund I was EUR7m (the Company increased its initial
commitment from EUR4.5m in September 2019), of which EUR6.1m (87%)
has been drawn down as at 30 September 2022.
The Company also holds direct investments outside of Fund I, in
Immotion, a listed immersive virtual reality ("VR") entertainment
group and VividQ Limited, a privately owned deep technology company
pioneering the application of holography in augmented reality
("AR") and VR. The Fund I portfolio includes one listed entity,
ENGAGE, a developer of VR software and immersive experiences with a
specific focus on education. As at 30 September 2022, through its
holding in Fund I, the Company has exposure to a further fifteen
privately held companies in the AR, VR, internet of things ("IoT")
and artificial intelligence ("AI") space. Fund I made its final
portfolio investment in July 2022 in Everyangle, the Dublin based
AI company focusing on the manipulation of CCTV and computer vision
applications, transforming the video data into clear, actionable
solutions.
PORTFOLIO UPDATE - FUND II
In March 2022, the Company announced its commitment of GBP5m to
the Sure Valley Ventures Enterprise Capital Fund, of which GBP133k
(3%) has been drawn down against this commitment as at 30 September
2022. This is a GBP85m first close of a total GBP95m UK software
technology fund, investing in AR, VR and the Metaverse, including
AI, IoT and Cybersecurity in investee companies throughout the UK
("Fund II"). The British Business Bank is the GBP50m cornerstone
investor through its Enterprise Capital Funds programme and it is
envisaged that investment in up to 25 software companies will be
made during the investment period. The Company's decision to invest
in Fund II should ensure its future growth and success.
As at 30 September 2022, the first portfolio Fund II investment
of GBP1m has been made in Retinize, a Belfast-based creative tech
company developing an Animotive software, harnessing VR technology
to transform the 3D animation process.
PORTFOLIO UPDATE - FUND II (CONTINUED)
Further information on the investment portfolio is provided in
the report of the Investment Manager which follows this
statement.
COMMITMENTS AND FUNDING
As previously mentioned, in 2019, the Company announced an
increase in subscription to Fund I of EUR2.5m taking its total
commitment to EUR7m, thereby increasing its share in the Fund from
21.6% to 25.9%. This commitment was made shortly before the Fund
closed to new subscribers validating the Company's belief that the
Fund I portfolio is at a mature stage and, with several investee
companies preparing for further funding rounds, there is
demonstrable potential for further uplifts to occur from initial
valuations.
The Company's commitment to Fund II is GBP5m over the duration
of the Fund's investment period and the forecast capital calls
throughout the investment period was a key consideration prior to
agreeing to the Company's commitment to Fund II.
The Company believes that it will have sufficient access to
funding to meet its commitments to the Fund I and to its
anticipated commitments to Fund II over the terms of each Fund's
investment cycle, through a combination of available cash,
anticipated subscriptions and access to undrawn facilities.
INVESTMENT ENVIRONMENT
The Investment Manager has built a robust and varied portfolio
of investee companies for Fund I, adding complimentary business in
diverse sectors through its portfolio construction. New funding
rounds and portfolio uplifts witnessed in the full year to 31 March
2022 are expected to continue into the remainder of the current
financial year, as well as potential exit strategies being explored
and anticipated over the next 1-2 years. The first investment in
Fund II was made in the period and the current investment
environment is likely to benefit the Investment Manager's entry
points, as initial investment valuations are expected to be
negotiated lower.
Despite the global investment environment and volatile markets,
investor appetite for early-stage technology companies remains
strong. Ground-breaking advances in technology are critical to
future long term economic growth. Labour issues and compressed
profit margins provide even more reason to invest in technology.
The investments the Company holds have shown considerable success
to date and are in an excellent position to stimulate continued
investor enthusiasm.
The Company believes that its strategy of early-stage seed
investment in its chosen verticals continues to be a growth area,
and to a certain degree, is immune to many factors that influence
the performance of larger technology companies. The Company is
conscious that the due diligence process utilised in the
construction of Fund I needs to be equally rigorous in the
Investment Manager's portfolio selection for Fund II. The Board is
confident that the disciplined investment process employed by the
Investment Manager will continue to produce enhanced shareholder
returns.
DIVID
During the period to 30 September 2022, the Company has not
declared a dividend (30 September 2021: GBPnil). Pursuant to the
Company's dividend policy the directors intend to manage the
Company's affairs to achieve shareholder returns through capital
growth rather than income. The Company does not expect to receive a
material amount of dividends or other income from its direct or
indirect investments. It should not be expected that the Company
will pay a significant annual dividend, if any.
GEARING
The Company may deploy gearing of up to 20% of net asset value
(calculated at the time of borrowing) to seek to enhance returns
and for the purposes of capital flexibility and efficient portfolio
management. The Company's gearing is expected to primarily comprise
bank borrowings but may include the use of derivative instruments
and such other methods as the Board may determine. During the
period to 30 September 2022 the Company did not employ any
borrowing (30 September 2021: GBPnil).
The Board will continue to review the Company's borrowing, in
conjunction with the Investment Manager on a regular basis pursuant
with the Company's overall cash management and investment
strategy.
CAPITAL RAISING
On 31 May 2022, the Company announced a placing of 441,860
ordinary shares that were admitted to trading on the Specialist
Fund Segment of the London Stock Exchange on 10 June 2022, under
the existing ISIN: GB00BYWYZ460, taking the total shares in
admission as at 30 September 2022 to 6,455,085.
The Investment Manager's Report following this Statement gives
further detail on the affairs of the Company. The Board is
confident of the long-term prospects for the Company in pursuit of
its investment objectives.
OUTLOOK
Global markets, and in particular the technology sector, are
experiencing turbulent times, with valuations of large, listed
stocks coming under selling pressures throughout 2022. As outlined
above, the Company is not concerned by the selling pressures in
listed stocks and it believes its strategy of portfolio investing
in diverse, early-stage technology companies with proven revenue
streams in the high growth areas of its chosen verticals is still
on track to generate significant returns over the investment
horizons of the respective investment funds, including its direct
investments. The Investment Manager continues to explore routes to
market and potential exits of Fund I investee companies, as well as
continuing to identify suitable additions for Fund II, utilising
its proven due diligence filter process. The Company is confident
that there will be more positive developments in the remainder of
the current financial year to announce for Fund I and Fund II, as
well as other potential investment opportunities.
Perry Wilson
Chairman
13 December 2022
2 Investment Manager's Report
Investment Manager's Report
The company
Sure Ventures plc (the "Company") was established to enable
investors to gain access to early stage technology companies in the
four exciting and expansive market verticals of augmented reality
and virtual reality ("AR/VR"), artificial intelligence ("AI"),
Cybersecurity and the Internet of Things ("IoT").
The Company gains access to deal flow ordinarily reserved for
venture capital funds and ultra-high net worth angel investors,
establishing a diversified software-centric portfolio with a clear
strategy. Listing the Fund on the London Stock Exchange offers
investors:
-- Relative liquidity
-- A quoted share price
-- A high level of corporate governance
It is often too expensive, too risky and too labour intensive
for investors to build a portfolio of this nature themselves. We
are leveraging the diverse skillsets of an experienced management
team who have the industry network to gain access to quality deal
flow, the expertise to complete extensive due diligence in target
markets and the entrepreneurial skills to help these companies to
mature successfully. Those investing in the Company will get
exposure to Sure Valley Ventures which in turn makes direct
investments in the above sectors in the UK & Ireland.
Augmented Reality & Virtual Reality
The Immersive Technologies market has had a significant growth
boost during COVID 19 (Netflix or video games for example) and
AR/VR is no exception. The AR/VR market was valued at $14.84
billion in 2020 by Allied Market Research and is projected to reach
$454.73 billion by 2030, registering a Compound Annual Growth Rate
("CAGR") of 40.7%. Growth of the mobile gaming industry and
increase in internet connectivity act as the key drivers of the
global AR and VR market. In addition, increase in use of consumer
electronic devices is expected to fuel the global AR/VR market
growth. Meta is a key player in VR, has had great success with its
Quest 2 VR headset and plans to launch a new high-end metaverse
headset in Q2 this year, along with Apple which is expected to
launch an AR and VR headset before the end of the year, both of
which will help accelerate growth in the market even further.
Internet of Things
MarketsandMarkets also forecasts that t he post-COVID 19 global
IoT market size is expected to grow from USD 300.3 billion in 2021
to USD 650.5 billion by 2026, at a CAGR of 16.7% from 2021 to 2026.
The major factors fueling the IoT market include access to
low-cost, low-power sensor technology, availability of high-speed
connectivity, increase in cloud adoption, and Increasing use of
data processing and analytics. Moreover, increase in smart city
initiatives worldwide, increase in connected devices to drive the
growth of IoT, and emerging 5G technology to help IoT adoption,
globally would provide lucrative opportunities for IoT vendors.
Cybersecurity
Grand View Research reports that the global cybersecurity market
size was valued at USD 184.93 billion in 2021 and is expected to
expand at a CAGR of 12.0% from 2022 to 2030. The increasing number
of cyber-attacks with the emergence of e-commerce platforms,
deployment of cloud solutions, and proliferation of smart devices
are some of the factors driving the market growth. Cyber threats
are anticipated to evolve with the increase in usage of devices
with intelligent and IoT technologies. As such, organisations are
expected to adopt and deploy advanced cyber security solutions to
detect, mitigate, and minimise the risk of cyber-attacks, thereby
driving the market growth.
Artificial Intelligence
MarketsandMarkets forecasts the global artificial intelligence
("AI") market size to grow USD 58.3 billion in 2021 to USD 309.6
billion by 2026, at a CAGR of 39.7% during the forecast period.
Various factors such as growth of data-based AI and advancement in
deep learning and need to achieve robotic autonomy to stay
competitive in a global market are expected to drive the adoption
of the AI solutions and services.
The benefit of investing in companies in these four key sectors
at a Seed stage are that:
-- Sure Valley Ventures can invest in these companies at
attractive valuations of between GBP2 to GBP8m and get up to 20% of
the company for initial investment amounts of between GBP0.75m to
GBP1.25m.
-- The investment sectors (AR/VR, IoT, AI, and Cybersecurity)
have massive growth potential ahead of them which creates a
tailwind behind the companies that are creating these new
markets.
-- These sectors are also ones that have the potential of
creating the next big European Companies and build on Europe's
existing technology strengths.
-- These companies have the potential to get to exponential
growth and of achieving an IPO or being acquired by one of the
Silicon Valley giants who are all investing in these sectors.
-- The Sure Valley Ventures Platform and Network can help
fast-track the development of these companies across the chasm to
the Series A investment round, which in turn increases the
potential for an outsized return and also reduces the risk of the
failure of a portfolio company.
In summary, Sure Ventures plc can gain exposure to all of these
benefit through its participation in the Sure Valley Ventures
Funds, as further outlined below.
PORTFOLIO BREAKDOWN
On 6 February 2018, the Company entered into a EUR4.5m
commitment to Sure Valley Ventures ("Fund I"), the sole sub-fund of
Suir Valley Funds ICAV and its investment was equalised into Fund I
at that date. On 31 August 2019, a further EUR2.5m was committed to
Fund I, taking the total investment in Sure Valley Ventures to
EUR7m. The first drawdown was made on 5 March 2018 and as at 30
September 2022, a total of EUR6,118,839 had been drawn down against
this commitment.
On 26 April 2019, the Company made a direct investment of
GBP500,000 into VividQ Limited, a deep tech start-up with world
leading expertise in 3D holography. This investment represents the
second direct investment of the Company, alongside Immotion Group
Plc, which was announced on 24 April 2018.
On 25 February 2022, Sure Ventures plc committed to invest GBP5m
into the second fund of Sure Valley Ventures ("Fund II"). Fund II
completed an GBP85m first close of a GBP95m UK software technology
fund, which aims to increase the supply of equity capital to
high-potential, early-stage UK companies. The first drawdown was
made on 23 February 2022 and as at 30 September 2022, a total of
GBP133,500 had been drawn down against this commitment.
As detailed in the Statement of Position included in the
following financial statements, these two Sure Valley Ventures Fund
investments alongside the two direct investments, represent the
entire portfolio of Sure Ventures plc as at 30 September 2022.
On 31 May 2022, the Company announced a placing of 441,860
ordinary shares. The ordinary shares were admitted to trading on
the Specialist Fund Segment of the London Stock Exchange on 10 June
2022, under the existing ISIN: GB00BYWYZ460, taking the total
shares in admission as at 30 September 2022 to 6,455,085.
suir valley Funds ICAV
Suir Valley Funds ICAV (the "ICAV") is a close-ended Irish
collective asset-management vehicle with segregated liability
between sub-funds incorporated in Ireland pursuant to the Irish
Collective Asset-management Vehicles Act 2015 and 2020 constituted
as an umbrella fund insofar as the share capital of the ICAV is
divided into different series with each series representing a
portfolio of assets comprising a separate sub-fund.
The ICAV was registered on 18 October 2016 and authorised by the
Central Bank of Ireland as a qualifying investor alternative
investment fund ("QIAIF") on 10 January 2017. The initial sub-fund
of the ICAV is Sure Valley Ventures, or Fund I, which had an
initial closing date of 1 March 2017. Fund I invests in a broad
range of software companies with a focus on companies in the AR/VR,
AI and IoT sectors.
As at 30 September 2022, Fund I had commitments totaling EUR27m
and had made seventeen direct investments into companies spanning
the AR/VR, AI and IoT sectors. One of these investments was sold in
2019, giving Fund I its first realised gain on exit of around 5X
return on investment. On 12 March 2018, Immersive VR Education
Limited, Fund I's first investment, completed a flotation on the
London Stock Exchange (AIM) and the Dublin Stock Exchange (ESM).
The public company is now called ENGAGE XR Holdings Plc - ticker
EXR (formerly VR Education Holdings plc). EXR was the first
software company to list on the ESM since that market's inception.
In July 2020, following an improvement in share price, Fund I
decided to sell sufficient shares to recover its initial
investment. This resulted in a realised gain of EUR73k being
payable to Sure Ventures plc, along with its share of the initial
investment, and some escrow funds from the aforementioned exit. The
final escrow payment from the sale was settled in July 2021,
seeing
another EUR151k flowing to the plc. Total distributions from
Fund I to the plc as at 30 September 2022 was EUR1,759,630.
SUre valley VENTURES ENTERPRISE CAPITAL FUND
Sure Valley Ventures Enterprise Capital Fund is a close-ended UK
based GP/LP Fund which completed its first close on 1 March 2022.
The total commitments for this first close were GBP85m, with
potential for a further GBP10m to be raised in a secondary close.
The British Business Bank are the cornerstone investor of this
Fund, committing GBP50m of the initial GBP85m, with Sure Ventures
plc committing a total of GBP5m.
Fund II has a similar investment strategy to Fund I, being a
seed capital investor in high growth software companies that are
focused on bringing a disruptive innovation to market. It plans to
invest into 25 software companies from across the UK through its
new fund. As well as being based in London, Dublin, and Cambridge,
the Sure Valley team has recently opened an office in Manchester to
help access deals in the significant and exciting innovation
clusters that have developed around creative technologies in the
North of England and in the Metaverse and AI opportunities in
cities such as Manchester, Leeds, Sheffield and Newcastle.
As at 30 September 2022, the Fund had drawn down a total of
GBP2.27m and has made its first investment into a Belfast based
company called Retinize, for an amount of GBP1m. The total invested
capital to date for Sure Ventures plc was GBP95,000.
Performance
In the period to 30 September 2022, the Company's performance
remained strong, as it returned a net asset value of GBP1.24/unit,
representing a 4% decline from the audited March-22 NAV of
GBP1.29p. The NAV remains largely unchanged as a result of minimal
fluctuations in valuation of any of the portfolio companies from
year end, against a backdrop of the usual cost base. The two direct
investments have have mixed results, with Immotion Group plc,
closing the period at 2.8p, down from 4.7p at the year-end;
indicative of a tough few months in the public markets and wider
economy. VividQ remains unchanged, having closed a new funding
round to give Sure Ventures plc an unrealised gain of 59% on its
initial holding in the previous financial year. Given the lack of
revenue to support the ongoing operational costs of the plc, these
unrealised gains are key to maintaining a steady NAV, until the
point that we see more exits and realised gains.
FutuRe Investment OUTLOOK
Fund I has achieved one very positive realised gain, recovered
its full investment in its listed portfolio company, as well as
seeing a number of unrealised gains across the portfolio. The
portfolio of current investments is continuing to mature, with more
companies completing series A funding rounds, which has started to
provide the NAV growth that was set out to achieve from inception.
As the investment period of this Fund draws to a close, there are
no more new investments to be made, with all remaining capital
being allocated to follow-on funding of existing investments, as
these companies continue to grow and provide Fund I with
opportunities to exit.
We remain confident in the future outlook of the Company in the
remaining half of this financial year and in line with the
Prospectus, particularly with the launch of the new Enterprise
Capital Fund, whilst also reserving the right to make further
direct investments provided there is sufficient working capital to
do so.
Shard Capital AIFM LLP
Investment Manager
28 October 2022
3 Interim Management Report
Interim Management Report
The report below together with the Chairman's Statement,
Investment Manager's Report and related party disclosures in the
notes to the financial statements constitute the Interim Management
Report for the six months ended 30 September 2022.
Principal risks and uncertainties
The principal risks and uncertainties associated with the
Company's business are divided into the following main areas:
-- Operational risks, including risks associated with reliance
on third party service providers, reliance on key individuals at
the Investment Manager and fluctuations in the market price of the
Company's shares;
-- Investment risks, including risks associated with the
investment objective, borrowing and liquidity of investments;
and
-- Regulatory risks, including risks associated with maintenance
of investment trust status and compliance with applicable
legislative obligations.
The above risks are described further in the Company's Annual
Report for the year ended 31 March 2022 together with measures that
have been put in place to mitigate and manage those risks.
In the view of the directors, the principal risks and
uncertainties reported in the latest Annual Report for the year
ended 31 March 2022 remain unchanged and will be applicable to the
remaining six months of the financial year.
Going concern
The Board and the Investment Manager believe that the
operational viability and going concern status of the Company
remains intact and will continue for the next financial 12 months
ahead and foreseeable future. The Board has no concerns in regards
to the ongoing existence of the Company.
The Board is also satisfied that the key service providers have
the ability to continue to operate efficiently in a remote or
virtual working environment.
Statement of Directors' Responsibilities
The directors confirm that, to the best of their knowledge
that:
a) the condensed set of unaudited financial statements contained
within the half-yearly financial report have been prepared in
accordance with International Accounting Standard ("IAS") 34,
Interim Financial Reporting as required by the Disclosure and
Transparency Rule 4.2.4R, and give a true and fair view of the
assets, liabilities and financial position of the Company;
b) the Interim Management Report includes a fair review, as
required by Disclosure and Transparency Rule 4.2.7R, of important
events that have occurred during the first six months of the
financial year, their impact on the condensed set of unaudited
financial statements, and a description of the principal risks and
perceived uncertainties for the remaining six months of the
financial year; and
c) the Interim Management Report includes a fair review of the
information concerning related parties' transactions as required by
Disclosure and Transparency Rule 4.2.8R.
For and on behalf of the board of directors
Perry Wilson
Chairman
13 December 2022
4 Alternative Performance Measures ("APMs")
Alternative Performance Measures ("APMs")
APMs are often used to describe the performance of investment
companies although they are not specifically defined under
UK-adopted international accounting standards. Calculations for
APMs used by the Company are shown below.
ONGOING CHARGES
A measure expressed as a percentage of average net assets, of
the regular, recurring annual costs of running an investment
company, calculated in accordance with the AIC methodology.
Period ended 30 September 2022
Average NAV (GBP'000) a GBP8,064
----- ---------
Recurring costs (GBP'000) b GBP336
----- ---------
b/a 4.17%
-------------------------------------- ---------
PREMIUM/(DISCOUNT)
The amount, expressed as a percentage, by which the share price
is more than the NAV per share.
As at 30 September 2022
NAV per ordinary share a 124.00p
--------- ---------
Share price b 108.00p
--------- ---------
Premium/(Discount) (b-a)/a (12.90%)
--------- ---------
TOTAL RETURN
A measure of performance that includes both income and capital
returns. This takes into account capital gains and reinvestment of
any dividends paid out by the Company, with reinvestment on
ex-dividend date.
Year ended 31 March 2022 NAV Share price
Opening as at 31 March 2022
(p) a 128.91 102.00
----------- -------- ------------
Closing at 30 September 2022
(p) b 124.00 108.00
----------- -------- ------------
Dividend reinvestment factor c 1 1
----------- -------- ------------
Adjusted closing (d = b x
c) d 124.00 108.00
----------- -------- ------------
Total return (d-a) / a (3.81)% 5.88%
----------- -------- ------------
5 Financial Statements
Condensed Statement of Comprehensive Income
For the six months ended 30 September 2022 (unaudited)
Notes Revenue Capital Total
GBP GBP GBP
====== ========== =========
Income
=========================================== ====== ========== ========= ==========
Other net changes in fair value
on financial assets at fair
value through profit or loss - (12,816) (12,816)
=========================================== ====== ========== ========= ==========
Rebate management fee 50,694 - 50,694
=========================================== ====== ========== ========= ==========
Total net income/(loss) 50,694 (12,816) 37,878
=========================================== ====== ========== ========= ==========
Expenses
=========================================== ====== ========== ========= ==========
Management fee (50,628) (66) (50,694)
=========================================== ====== ========== ========= ==========
Custodian, secretarial and administration
fees (54,714) - (54,714)
=========================================== ====== ========== ========= ==========
Other expenses (125,036) - (125,036)
=========================================== ====== ========== ========= ==========
(230,444
Total operating expenses (230,378) (66) )
=========================================== ====== ========== ========= ==========
Loss before taxation and after
finance costs (179,684) (12,882) (192,566)
=========================================== ====== ========== ========= ==========
Taxation - - -
=========================================== ====== ========== ========= ==========
Loss after taxation (179,684) (12,882) (192,566)
=========================================== ====== ========== ========= ==========
Deficit per share 6 (2.87) (0.21) (3.08)
=========================================== ====== ========== ========= ==========
For the six months ended 30 September 2021 (unaudited)
Notes Revenue Capital Total
GBP GBP GBP
====== ========== ==========
Income
=========================================== ====== ========== ========== ==========
Other net changes in fair value
on financial assets at fair
value through profit or loss - 912,687 912,687
=========================================== ====== ========== ========== ==========
Other income - 128,800 128,800
=========================================== ====== ========== ========== ==========
Total net income - 1,041,487 1,041,487
=========================================== ====== ========== ========== ==========
Expenses
=========================================== ====== ========== ========== ==========
Custodian, secretarial and administration
fees (48,259) - (48,259)
=========================================== ====== ========== ========== ==========
Other expenses (101,100) - (101,100)
=========================================== ====== ========== ========== ==========
Total operating expenses (149,359) - (149,359)
=========================================== ====== ========== ========== ==========
Profit/(loss) before taxation
and after finance costs (149,359) 1,041,487 892,128
=========================================== ====== ========== ========== ==========
Taxation - - -
=========================================== ====== ========== ========== ==========
Profit/(loss) after taxation (149,359) 1,041,487 892,128
=========================================== ====== ========== ========== ==========
Earnings per share 6 (2.48) 17.32 14.84
=========================================== ====== ========== ========== ==========
The total comprehensive income and expense for the period is
attributable to shareholders of the Company. The accompanying notes
on pages 19 to 21 form part of these condensed interim financial
statements.
Condensed Statement of Financial Position
As at 30 September 2022
Notes 30 September 31 March 2022
2022
(unaudited) (audited)
GBP GBP
====== =============
Non-current assets
======================================= ====== ============= ==============
Investments held at fair value
through profit or loss 7 8,000,187 7,516,667
======================================= ====== ============= ==============
8,000,187 7,516,667
======================================= ====== ============= ==============
Current assets
======================================= ====== ============= ==============
Receivables - 1,600
======================================= ====== ============= ==============
Cash and cash equivalents 83,398 282,178
======================================= ====== ============= ==============
83,398 283,778
======================================= ====== ============= ==============
Total assets 8,083,585 7,800,445
======================================= ====== ============= ==============
Current liabilities
======================================= ====== ============= ==============
Other payables (73,305) (48,849)
======================================= ====== ============= ==============
(73,305) (48,849)
======================================= ====== ============= ==============
Total assets less current liabilities 8,010,280 7,751,596
======================================= ====== ============= ==============
Total net assets 8,010,280 7,751,596
======================================= ====== ============= ==============
Shareholders' funds
======================================= ====== ============= ==============
Ordinary share capital 8 64,882 60,132
======================================= ====== ============= ==============
Share premium 6,215,280 5,768,780
======================================= ====== ============= ==============
Revenue reserves (1,495,372) (1,315,688)
======================================= ====== ============= ==============
Capital reserves 3,225,490 3,238,372
======================================= ====== ============= ==============
Total shareholders' funds 8,010,280 7,751,596
======================================= ====== ============= ==============
Net asset value per share 124.09 128.91
======================================= ====== ============= ==============
The accompanying notes on pages 19 to 21 form part of these
condensed interim financial statements.
The financial statements on pages 15 to 18 were approved by the
board of directors and authorised for issue on
13 December 2022. The financial statements were signed on its
behalf by:
Perry Wilson , Chairman
Condensed Statement of Changes in Equity
For the six months ended 30 September 2022 (unaudited)
Ordinary Share Revenue Capital Total Total
Share Premium Reserves Reserves Reserves Equity
Capital
GBP GBP GBP GBP GBP GBP
========= =========== ============= =========== ===========
For the year
ended 31 March
2022 60,132 5,768,780 (1,315,688) 3,238,372 1,922,684 7,751,596
===================== ========= =========== ============= =========== =========== ===========
Ordinary shares
issued 4,750 470,250 - - - 475,000
===================== ========= =========== ============= =========== =========== ===========
Ordinary shares
issue costs - (23,750) - - - (23,750)
===================== ========= =========== ============= =========== =========== ===========
Loss after taxation - - (179,684) (12,882) (192,566) (192,566)
===================== ========= =========== ============= =========== =========== ===========
Dividends paid
in the period - - - - - -
===================== ========= =========== ============= =========== =========== ===========
Balance at 30
September 2022 64,882 6,215,280 (1,495,372) 3,225,490 1,730,118 8,010,280
===================== ========= =========== ============= =========== =========== ===========
For the six months ended 30 September 2021 (unaudited)
Ordinary Share Revenue Capital Total Total
Share Premium Reserves Reserves Reserves Equity
Capital
GBP GBP GBP GBP GBP GBP
========= =========== ============= =========== ===========
For the year
ended 31 March
2021 53,507 5,146,030 (1,026,510) 752,737 (273,773) 4,925,764
================= ========= =========== ============= =========== =========== ===========
Ordinary shares
issued 6,625 655,875 - - - 662,500
================= ========= =========== ============= =========== =========== ===========
Ordinary shares
issue costs - (33,125) - - - (33,125)
================= ========= =========== ============= =========== =========== ===========
Profit/(loss)
after taxation - - (149,359) 1,041,487 892,128 892,128
================= ========= =========== ============= =========== =========== ===========
Dividends paid
in the period - - - - - -
================= ========= =========== ============= =========== =========== ===========
Balance at 30
September 2021 60,132 5,768,780 (1,175,869) 1,794,224 618,355 6,447,267
================= ========= =========== ============= =========== =========== ===========
The accompanying notes on pages 19 to 21 form part of these
condensed interim financial statements.
Condensed Statement of Cash Flows
For the six months ended 30 September 2022
Notes 30 September 30 September
2022 2021
(unaudited) (unaudited)
GBP GBP
====== =============
Cash flows from operating activities:
========================================= ====== ============= =============
(Loss)/profit after taxation (192,566) 892,128
========================================= ====== ============= =============
Adjustments for:
========================================= ====== ============= =============
Decrease in receivables 1,600 -
========================================= ====== ============= =============
Increase/(decrease) in payables 24,456 (17,718)
========================================= ====== ============= =============
Unrealised profit on foreign exchange 7 (200,393) (23,856)
========================================= ====== ============= =============
(Profit)/loss on sale of investment - (2,773)
========================================= ====== ============= =============
Net changes in fair value on financial
assets at fair value through profit
or loss 7 213,208 (885,336)
========================================= ====== ============= =============
Net cash (outflow) from operating
activities (153,695) (37,555)
========================================= ====== ============= =============
Cash flows from investing activities:
========================================= ====== ============= =============
Purchase of investments 7 (496,335) (894,541)
========================================= ====== ============= =============
Sale of investments 7 - 261,360
========================================= ====== ============= =============
Net cash (outflow) from investing
activities (496,335) (633,181)
========================================= ====== ============= =============
Cash flows from financing activities:
========================================= ====== ============= =============
Proceeds from issue of ordinary
shares 475,000 662,500
========================================= ====== ============= =============
Share issue costs (23,750) (33,125)
========================================= ====== ============= =============
Net cash inflow from financing
activities 451,250 629,375
========================================= ====== ============= =============
Net change in cash and cash equivalents (198,780) (41,361)
========================================= ====== ============= =============
Cash and cash equivalents at the
beginning of the period 282,178 1,255,199
========================================= ====== ============= =============
Net cash and cash equivalents 83,398 1,213,838
========================================= ====== ============= =============
The accompanying notes on pages 19 to 21 form part of these
condensed interim financial statements.
Notes to the Condensed Interim Financial Statements
1) General information
Sure Ventures plc (the "Company") is a company incorporated in
England and Wales (registration number: 10829500) on 21 June 2017
and commenced trading on 19 January 2018 upon listing. The
registered office of the Company is International House, 36-38
Cornhill, London, United Kingdom, EC3V 3NG.
The Company is an investment company within the meaning of
section 833 of the Companies Act 2006.
The Company operates as an investment trust in accordance with
Chapter 4 of Part 24 of the Corporation Tax Act 2010 and the
Investment Trust (Approved Company) (Tax) Regulations 2011. In the
opinion of the directors, the Company has conducted its affairs so
that it is able to maintain its status as an investment trust.
Approval of the Company's application for approval as an investment
trust was received from HMRC on 22 November 2018, applicable from
the accounting period commencing 1 April 2018.
The Company is an externally managed closed-ended investment
company with an unlimited life and has no employees.
The information set out in these unaudited condensed interim
financial statements for the period ended 30 September 2022 does
not constitute statutory accounts as defined in section 435 of
Companies Act 2006. Comparative figures 31 March 2022 are derived
from the financial statements for that year. The financial
statements for the year ended 31 March 2022 have been delivered to
the Registrar of Companies and contain an unqualified audit report
and did not contain a statement under emphasis of matter or
statements under section 498(2) or (3) of the Companies Act 2006.
The financial statements of the Company for the year ended 31 March
2022 are available upon request from the Company's registered
office at International House, 36-38 Cornhill, London, United
Kingdom, EC3V 3NG.
2) Basis of accounting
The financial statements of the Company have been prepared in
accordance with UK-adopted international accounting standards in
accordance with the requirements of the Companies Act 2006. They do
not include all the information required for the full annual
financial statements, and should be read in conjunction with the
annual financial statements of the Company for the year ended 31
March 2022. The principal accounting policies adopted in the
preparation of the financial information in these unaudited
condensed interim financial statements are unchanged from those
used in the Company's financial statements for the year ended 31
March 2022. This report does not itself contain sufficient
information to comply with IFRS.
3) Estimates
The preparation of the unaudited condensed interim financial
statements requires management to make judgements, estimates and
assumptions that affect the application of accounting policies and
the reported amounts of assets and liabilities, income and
expenses. Actual results may differ from these estimates.
In preparing these unaudited condensed interim financial
statements, the significant judgement made by management in
applying the Company's accounting policies and the key sources of
estimation were the same as those that applied to the Company
financial statements as at and for the year ended 31 March
2022.
4) Financial risk management
The Company's financial risk management objectives and policies
are consistent with those disclosed in the Company financial
statements as at and for the year ended 31 March 2022.
5) Taxation
As an investment trust the Company is exempt from corporation
tax on capital gains. The Company's revenue income is subject to
tax, but offset by any interest distribution paid, which has the
effect of reducing that corporation tax to nil. This means the
interest distribution may be taxable in the hands of the Company's
shareholders.
6) Earnings per Share
For the six months period ended Revenue Capital Total
30 September 2022 (pence) (pence) (pence)
========= =========
Earnings per ordinary share (2.87)p (0.21)p (3.08)p
================================= ========= ========= =========
For the financial year ended 31 March 2022
Earnings per ordinary share (4.92)p 42.28p 37.36p
================================= ========= ========= =========
The calculation of the above is based on revenue returns of
(GBP179,684) (31 March 2022: (GBP289,178)), capital returns of
(GBP12,882) (31 March 2022: GBP2,485,635) and total returns of
(GBP192,566) (31 March 2022: GBP2,196,457) and weighted average
number of ordinary shares of 6,252,264 (31 March 2022: 5,878,910)
as at 30 September 2022.
7) INVESTMENTS AT FAIR VALUE THROUGH PROFIT OR LOSS
As at 30 September As at 31
2022 March 2022
GBP GBP
===================
Opening cost
============================================ =================== ============
Opening fair value 7,516,667 3,724,611
============================================ =================== ============
Purchases at cost 496,335 1,693,939
============================================ =================== ============
Sales - (261,361)
============================================ =================== ============
Realised gain - 2,773
============================================ =================== ============
Unrealised (loss)/gain (213,208) 2,406,989
============================================ =================== ============
Unrealised gain/(loss) on foreign exchange 200,393 (50,284)
============================================ =================== ============
Closing fair value 8,000,187 7,516,667
============================================ =================== ============
8) Ordinary Share Capital
The table below details the issued share capital of the Company
as at the date of the Financial Statements.
Issued and allotted No. of shares No. of shares Ordinary Ordinary
30 September 31 March Share Capital Share
2022 2022 30 September Capital
2022 31 March
GBP 2022
GBP
============== ============== ===============
Ordinary shares of 1 penny
each 6,455,085 6,013,225 64,882 60,132
============================ ============== ============== =============== ==========
On incorporation, the issued share capital of the Company was
GBP0.01 represented by one ordinary share of GBP0.01. Redeemable
preference shares of 50,000 were also issued with a nominal value
of GBP1 each, of which 25% were paid. The redeemable shares were
issued to enable the Company to obtain a certificate of entitlement
to conduct business and to borrow under section 761 of the
Companies Act 2006. The redeemable shares were redeemed on listing
from the proceeds of the issue of the new ordinary shares upon
admission on 19 January 2018.
The following table details the subscription activity for the
period ended 30 September 2022.
30 September 31 March
2022 2022
================
Balance as at 31 March 2022 6,013,225 5,350,725
================================================= ========== ==========
Ordinary shares issued 441,860 662,500
================================================= ========== ==========
Balance as at 30 September 2022 6,455,085 6,013,225
================================================= ========== ==========
During the period ended 30 September 2022, all proceeds from
this issue was received (31 March 2022, all proceeds from this
issue was received).
9) Related Party Transactions and Transactions with the
Manager
Directors - There were no contracts subsisting during or at the
end of the period in which a director of the Company is or was
interested and which are or were significant in relation to the
Company's business. There were no other transactions during the
period with the directors of the Company. The directors do not hold
any ordinary shares of the Company.
At 30 September 2022, there was GBP1,291 (31 March 2022:
GBP1,445) payable to Her Majesty's Revenue and Customs ("HMRC") for
taxes on the directors fees and expenses.
Manager - Shard Capital AIFM LLP (the 'Manager'), a UK-based
company authorised and regulated by the Financial Conduct
Authority, has been appointed the Company's manager and authorised
investment fund manager for the purposes of the Alternative
Investment Fund Managers Directive. Details of the services
provided by the Manager and the fees paid are given in the
Prospectus dated 17 November 2017.
During the period the Company incurred GBP50,694 (31 March 2022;
GBP87,219) of fees and at 30 September 2022, there was GBPnil (31
March 2022: GBPNil) payable to the Manager.
During the period the Company paid GBP23,750 (31 March 2022:
GBP33,125) of placement fees to Shard Capital Partners LLP.
During the period the Company paid GBP6,110 (31 March 2022:
GBP12,000) (excluding VAT) of corporate broking retainer fees to
Shard Capital Partners LLP.
The Company has an investment in Sure Valley Ventures Fund, the
sub-fund of Suir Valley Funds ICAV and Sure Valley Ventures
Enterprises Capital LP, amounting to GBP7,028,893 and GBP64,668
respectively.
10) SubsequENT EVENTS
There were no subsequent events which would require disclosure
in the financial statements.
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END
IR FFWSUUEESEFE
(END) Dow Jones Newswires
December 19, 2022 04:27 ET (09:27 GMT)
Sure Ventures (LSE:SURE)
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