AMAT Amati Aim Vct Plc

Amati AIM VCT plc (the "Company")

Legal Entity Identifier: 213800HAEDBBK9RWCD25

Half-yearly Report for the six months ended 31 July 2024

Highlights

Investment Objective

The investment objective of Amati AIM VCT plc (the "Company") is to generate tax free capital gains and income on investors' 

funds, through investment primarily in AIM-traded companies. The Company will manage its portfolio to comply with the requirements of the rules and regulations applicable to Venture Capital Trusts. The Company's policy is to hold a diversified portfolio across a broad range of sectors to mitigate risk.

Dividend Policy

The Board aims to pay annual dividends of around 5% of the Company's Net Asset Value at its immediately preceding financial year end, subject to distributable reserves and cash resources and with

the authority to increase or decrease this level at the directors' discretion.

Key Data

*  Deutsche Numis Alternative Markets Index is included as a comparator benchmark for performance as this index includes all companies listed on qualifying UK alternative markets.

** Ongoing charges calculated in accordance with the Association of Investment Companies' ("AIC's") guidance.

Table of investor returns to 31 July 2024

^  Date of the share capital reconstruction when the NAV was rebased to approximately 100p per share.

A table of historic returns is included below.

Chairman's Statement

Overview

Whilst the tone of the UK stock market improved towards the end of the six-month period, any material differences have been slower to feed through to the smaller AIM companies. One of the largest holdings in the portfolio, Keywords Studios, was bid for by EQT, a private equity firm, on behalf of its funds. A little under half of the holding was sold for £4.1m during the period, after the possible bid was announced, as there was a good deal of uncertainty about whether a firm bid would materialise. The remainder of the holding will be bought out at the agreed price of 2,450p per share, for a further £5.7m, assuming the transaction completes later this year. This holding was originally acquired at IPO in July 2013 at a share price of 123p, with the company becoming the fourth largest on AIM over the 11 years since its flotation. Keywords Studios is very much a "roll-up" story, as it pursued a policy of acquiring small businesses around the world to become the largest provider of outsourced services to the video games industry globally. One of the unfortunate consequences of the VCT rule changes in 2016-17 was that VCTs could no longer support this type of acquisition vehicle, and AIM has seen very few companies of this type appear since then. In this reporting period, the Manager also made disposals from other holdings, the largest of which involved some profit taking in AB Dynamics, amounting to £0.9m, which enjoyed a strong run in the period.

Set against this, five new qualifying investments were made in companies already quoted on AIM, where the Manager believed there was an opportunity to support promising businesses at attractive valuations. However, these were mostly small scale and often over-subscribed placings, where the companies sought to minimise dilution by keeping share issues to a minimum. As a result, these were relatively small investments, which together with two modest follow-on investments in existing holdings, amounted to £4.1m. Share buybacks during the period amounted to £2.3m. Accordingly, there has been little underlying movement in cash levels during the period after adjusting for the £15m special dividend paid in June, with total expenses of £1.4m being more than offset by gross income of £1.7m.

Investment Performance and Dividend

The NAV Total Return was 3.7%, which compares to a rise in the Deutsche Numis Alternative Markets Total Return Index of 5.3%. It remained a period where companies requiring further funding from

a reluctant market saw sharp falls in share prices. While this gave rise to some interesting investment opportunities, it also negatively impacted a few of the holdings in the portfolio, most notably Arecor, Aurrigo and Polarean which successfully completed fundraisings, but at significantly discounted prices. This dampened some significant gains elsewhere in the portfolio. Full details are provided in the Fund Manager's Review, which follows.

The Board aims to pay annual dividends of around 5% of the Company's Net Asset Value at its immediately preceding year end, subject to the Company's available distributable reserves and cash resources, and with the authority to increase or decrease this level at the Directors' discretion. In line with this, the Board declared an interim dividend of 2.5p per share on 18 September 2024, to be paid on 25 October 2024 to shareholders on the register on 27 September 2024.

On 9 May, the Company announced that with the combination of the Company's cash levels remaining high, ongoing realisations in the portfolio and quality AIM investment opportunities remaining scarce, the Board had considered how best to utilise the Company's current cash levels. Following discussion with the Manager and the Company's advisers, the Board decided to make a distribution to shareholders by way of a Special Dividend of 10p per share representing a yield of 10.9% on the NAV of 92.16p per share as at 30 April 2024. The Board also announced that no Dividend Re-Investment Scheme (DRIS) would be available with the Special Dividend which was paid on 10 June. For the ongoing reasons described in the announcement on 9 May there will be no DRIS available with the interim dividend to be paid on 25 October 2024.

The Board would like to remind shareholders that the company has moved to paying all cash dividends by bank transfer, rather than by cheque and details are provided in Shareholder Information in note 12 below. Please check that you have received your dividends and contact the registrar if you have not. Unpaid dividends are kept by the registrar for a period of 12 years after the payment date and we make every effort to ensure that dividends are received correctly by shareholders.

Strategic Review

In the RNS and my letter to shareholders on 3 September 2024, I noted that the Board does not expect to announce anything further with regard to the strategic review until after the Budget. This remains the case.

Outlook

Despite the incoming new government's pledge to make growth a top priority (as discussed in more detail below in the Fund Manager's review), continuing concerns over the forthcoming "broad shoulders" Budget due on 30 October are having a notable effect on consumer confidence. We can only hope that those concerns will be allayed with a genuine plan which will breathe some life back into investment in smaller UK businesses. It would be a positive step to see the role of VCTs being seen as more important than ever with their pools of capital which are able to continue to invest in tougher times and support businesses over the longer term, especially after the recent agreement to extend the Sunset Clause for another ten years.

Fiona Wollocombe

Chairman

27 September 2024

The Board is always keen to hear from shareholders. You can contact the Chairman at: AmatiAIMVCTChair@amatiglobal.com. For any matters relating to your shareholding in the Company, dividend payment, or the Dividend Re-investment Scheme, please contact The City Partnership on 01484 240 910, or by email at registrars@city.uk.com. For any other matters please contact Amati Global Investors ("Amati") on 0131 503 9115 or by email at info@amatiglobal.com. Amati maintains an informative website for the Company - www.amatiglobal.com - on which monthly investment updates, performance information, and past company reports can be found.

Fund Manager's Review

Market Review

It was a positive period for stock markets, with UK larger and mid cap companies participating more fully in this upturn than smaller AIM companies. It is not unusual in the aftermath of a period of significant market falls, for confidence to take longer to return to the small cap end of the market and this applies particularly to AIM, where most of the earlier stage quoted companies reside.

We entered 2024 hoping to see meaningful interest rate cuts across the G7 economies but these have been slow to materialise and government bond yields have edged upwards, with UK 10 year gilts moving from 3.8% to 4.0% over the six month period. It was only in June that the European Central Bank started to ease interest rates, followed by the Bank of England at the beginning of August. The US Federal Reserve has yet to commit to rate cuts despite recent evidence of a slowing economy. There is a general sense of nervousness concerning the outlook for global growth, with trends in China and Europe fading somewhat and this has been reflected in the strong performance of gold, up 19% during the period.

The UK election concluded in early July with a decisive and expected win for Labour and since then both gilt yields and sterling have remained fairly stable. The key UK business and consumer surveys have recently shown consistent signs of improvement and there is a general feeling of relative economic stability now emerging in the UK. This improving sentiment has been supported by better economic data, with GDP reports surprising on the upside. Inflation has hopefully entered a period of stability too and we finally saw an initial rate cut of 0.25% on 1 August. Whilst we would not expect rates to fall rapidly from here, it is nonetheless an important turning point for sectors such as housing and property which have suffered major headwinds in recent years.

All of this adds up to more international interest in UK equities, with indicators such as the Bank of America's July Fund Manager Survey now showing a marked improvement in global manager sentiment towards the UK. The significant selling we have seen of retail UK equity funds also appears to be diminishing, with the July data showing only minimal outflows. There are considerable challenges in re-establishing the UK market as an attractive place for companies to list and raise capital but we do detect a strong commitment from the Chancellor, the FCA and others to address these increasingly urgent issues. With valuations having risen from depressed levels, the outlook is less cloudy than it has been for some time and we see the ongoing bid activity and share buybacks remaining positive themes for the UK market.

Performance Review

Over the first half of the year the VCT's NAV Total Return was 3.7%, which compares to a rise in the Deutsche Numis Alternative Markets Total Return Index of 5.3%.

Two of the biggest contributors, Keywords Studios and Intelligent Ultrasound both rose on the back of takeover interest. The most impactful was Keywords Studios (discussed in the Chairman's Statement above). It is one of the largest and most successful investments in the portfolio and rose sharply following an indicative and then firm offer by private equity company EQT. The final offer represents a 67% premium to the share price prior to the announcement. Intelligent Ultrasound, an ultrasound AI software and simulation company, rose 37% in the period after announcing it had entered into a conditional sale of its Clinical AI division for £40.5m to long-term commercial partner GE Healthcare. Intelligent Ultrasound had designed AI powered automated image capture technology which GE Healthcare then incorporated into its suite of pre-natal ultrasound machines. The deal is expected to complete in October of this year and management are currently assessing how much cash to return to shareholders and also how best to realise value from the ongoing simulation software business, which has annual revenues of around £10m.

During the period, two holdings in the portfolio, Belvoir Group, a property franchise and financial services company, and its peer, The Property Franchise Group, merged in a nil premium, all share transaction. This was a natural step for both businesses, and has been a long time in the making. As well as creating a combined group with significant sales and cost synergy potential, and an ability to drive national market share, it has also resulted in a combined market capitalisation of approaching £300m, which brings the company to the attention of a much wider investor audience. The shares responded well to the merger, rising 30%.

Other significant gains came from stocks bouncing back after previous larger falls. Northcoders, a leading technology training provider, reported much improved trading in its first half results after a period of weaker trading, rising 72% in the process. Revenues advanced 26% year on year, while revenue visibility increased to 100% from 70%, as demand for its Training Bootcamps outstripped supply. In addition, its Business Solutions division, which deploys technology project teams to UK clients and which had previously been negatively impacted by corporate spending hesitancy, relaunched as COUNTER. Initial results are encouraging for scaling up beyond the three pilot projects currently running. GB Group, a global provider of identity and location verification software, reported stronger trading over the period. Having experienced weaker end markets and the fall-out from over-priced M&A, this stronger growth coupled with cost cutting and a strategic review improved profitability and its shares rose 24% in response.

Diaceutics, which specialises in the commercialisation of precision medicines for pharma and biotech companies, published strong results for 2023 in May and a strong outlook for growth in the coming year, leading to a 25% rally in the shares across the period. Frontier Developments conducted a strategic review of operations following a string of game release disappointments and a misstep into specialist Indy publishing. A cost cutting programme and pivot back to its legacy of creative management simulation games should take the company back to profitability and has led to an upwards re-rating of the shares. The non-qualifying holding in the WS Amati UK Listed Smaller Companies Fund rose 11%, making it the second top contributor to performance, by virtue of its significant weighting in the portfolio.

On the negative side, Sosandar, which has become a fast growing fashion brand in the UK, saw its shares continue to fall as investors remain unconvinced about the company's strategic shift towards opening retail outlets - a strategy which we have supported. The first two Sosandar stores are scheduled to open in the Autumn, and the effectiveness of the strategy will hopefully begin to prove itself thereafter. Learning Technologies, one of the larger, more mature holdings in the portfolio, had a disappointing first half. Software as a service sales (75% of revenue) were resilient, but transactional revenues disappointed. Having sold VectorVMS, a subsidiary, for $50m in July, the company's net debt fell to £6m, which along with an EBIT forecast of £88-93m forecast for 2024, should leave it in a strong position for better share price performance in the second half of this year. Nexteq saw perhaps the most unexpected negative trading update in the portfolio. Having rallied strongly in the middle of the period the shares fell to a highly depressed level. This was in part because the CEO and CFO both announced that they were leaving the company as part of the update. The founder of the business, Nick Jarmany, who is a non-executive director, has since announced that he will become Interim Chair, which gives us confidence that any management succession issues should be smoothly resolved.

Elsewhere, companies which required to raise further funding during the period paid a high price for doing so. Biopharmaceutical reformulator and service provider Arecor fell 45%. At the beginning of the period the company announced a shortfall to fund the company beyond 2024. As the period progressed the need became urgent with working capital required for its commercial product and Research and Development (R&D). A fundraise of £6.3m was completed in July, which was non-qualifying as the company had reached its lifetime limit of qualifying funding. The funds will allow the company to continue marketing and ordering inventory to fill the demand for its commercial product Ogluo for the treatment of diabetic hypoglycaemia. While still at an early stage, growth of this product is an important driver in achieving self-funding status. The funding also provides working capital for R&D which is used to attract clients to the service side of its business. Polarean Imaging, an MRI lung imaging specialist whose shares fell 75% over the period, completed a fundraise of $12.6m, but at a deep discount driving shares lower. The company now has runway into 2026 and is beginning to demonstrate solid, if early, commercial traction. Aurrigo, the autonomous airport vehicle developer, which raised further funding in late 2023 at a discount, continued to suffer from the after-effects of this, with the shares drifting down 17% in the period as investors await the results of ongoing commercial trials. Saietta, which had developed a highly efficient electric motor and set up large scale manufacturing facilities in India, failed to raise new funds after overstretching itself with ambitious global operations and projects. Although a strategic review was conducted, its Board could not find a buyer or additional investment and the company went into administration and delisted, which was a sad and unexpected end to what had seemed such a promising prospect.

Portfolio Activity

Over the course of the period under review, the Company made five new investments and two small follow-on investments. The new investments were all in companies already quoted on AIM, and these were generally in businesses which have made solid commercial progress over a number of years, but which for a variety of reasons found themselves requiring to fundraise in a difficult market. We saw this as providing opportunities to make investments at attractive prices into companies with significant potential.

A total of £3.6m was invested in five new holdings in the period, which are as follows:

Cambridge Cognition, which develops and deploys digital solutions to assess brain health in clinical trials conducted by global biotechnology and pharmaceutical clients. Since 2020 management has doubled sales and shown that the business is capable of profitable growth. Cambridge Cognition is targeting a new phase of growth that will add to its commercial scale as it hires highly experienced operational and commercial managers to help capitalise on its relationships with large pharmaceutical companies and its industry leading technologies.

LifeSafe Holdings, a fire safety technology business with an innovative extinguishing liquid designed to extinguish ten types of fires. Since listing in 2022 the company has spent time building a consumer brand and delivered commercial traction. The move to Business-to-Business wholesaling for industrial fluids via large and reputable industrial partners provides an additional and more material growth opportunity for the company.

PCI-Pal, a provider of secure credit card payment solutions for use over the phone in call centres. The company's growth has been impressive but ill-founded litigation from a competitor diverted management attention and financial resources away from the day-to-day business. We participated in a secondary placing to help bolster the balance sheet to act as a deterrent against further litigation and as an accelerant to growth plans.

Windar Photonics, which develops innovative Light Detection and Ranging (LIDAR) optimisation systems for use on wind turbines. The company's LIDAR sensors remotely measure wind speed and direction in lightweight modules which are easy to install. These are used to adjust the angle at which the wind turbine faces into the wind, creating proven gains of 3-4% in annual energy production. This places them ahead of competitor products which the company claims are not only harder and more expensive to install but also less well evidenced. With the growing importance of wind power in achieving net zero ambitions, its leading product suite Windar, the company has experienced significant growth in its order book and sales.

Xeros Technology, whose innovative technologies reduce the environmental impact of washing textiles. Xeros' key innovation involves the addition of its nylon beads to a washing cycle. This reduces water and therefore power consumption by around 50%, with the added benefit of making clothes look newer for longer. Xeros has made many missteps since floating in 2014, however more recently large washing machine Original Equipment Manufacturers, in both commercial and retail channels, have started to partner with the company, and we anticipate that these will start to show commercial traction over the coming year.

In addition, two follow-on investments were made in Polarean Imaging (£0.4m), in which we had reduced our position over the previous year, and Fusion Antibodies (£0.06m). As discussed above Polarean Imaging raised $12.6m in a fundraise after a difficult period. In the year to date, Polarean has already achieved its guidance for instrument orders, while a new CEO has impressed with his vision for the company and his work ethic in driving awareness of the technology, with the company starting to demonstrate the beginnings of commercial traction. Fusion Antibodies is a provider of antibody design and development services to the biopharma industry. The additional working capital was required following a deep cost saving programme and successful efforts to diversify the business development pipeline.

As mentioned in the Chairman's Statement above we sold just under half of the holding in Keywords Studios following the announcement of a possible offer from EQT and we took some further profits in AB Dynamics, the global provider of automative test solutions, into share price strength.

Cash Management

We continued to invest cash in three different money market funds and in overnight and 7 day interest bearing bank deposits, generating an income of £1.04m during the period, having achieved annualised interest rates of around 5.2%. The cash balance at the end of July was £29.8m.

Outlook

The incoming Labour Government has made it clear that its top priority is to see higher growth achieved in the UK economy during its term in government. Achieving this will not be easy. Securing higher rates of private investment in UK businesses will need to be part of the plan, and the VCT and EIS schemes themselves have had an integral part to play in this for small companies since 1995, as has AIM. However, AIM is in need of some policy reform and deregulation, if it is to regain the vitality that it saw in 2010 and attract the best small UK companies to go public. It is too early to say how government policy will shape up in practice with regard to AIM and UK public markets in general. Nevertheless, with a period of falling interest rates and a greater sense of policy stability ahead, there is an opportunity to make a real difference.

In the meantime, there is scope for further improvements in market sentiment as trading conditions continue to normalise following the ups and downs of the pandemic and the hard work which many of our earlier stage portfolio companies have put in over the last few years starts to bear fruit.

Dr Paul Jourdan, David Stevenson and Scott McKenzie

Amati Global Investors

27 September 2024

Investment Portfolio

as at 31 July 2024

Principal and Emerging Risks

The Company's assets consist of equity (75%), fixed interest investments including convertible loan notes (3%), money market funds (16%) and cash (6%). Its principal risks include investment risk, venture capital approval risk, compliance risk, internal control risk, financial risk, economic risk, operational risk and concentration risk. These risks and the ways in which they are managed are described in Principal and Emerging Risks and notes 16 to 19 to the Financial Statements in the Company's Report and Financial Statements for the year ended 31 January 2024. Despite a more recent positive period for stock markets, uncertainty continues to persist globally with wars in Ukraine and the Middle East, and ongoing threats by China in relation to Taiwan. Inflation has eased but interest rates remain high across G7 economies. Which way the US election goes could have significant impacts on the global economy and nation security. The Company's principal and emerging risks have not changed materially since the date of that report.

Going Concern

The condensed financial statements have been prepared on a going concern basis (Note 2 below).

Statement of Directors' Responsibilities

in respect of the half-yearly financial report

We confirm that to the best of our knowledge:

·    the condensed set of financial statements which has been prepared in accordance with FRS 104 "Interim Financial Reporting" gives a true and fair view of the assets, liabilities, financial position and profit or loss of the Company;

·    the Chairman's Statement and Fund Manager's Review (constituting the interim management report) include a true and fair review of the information required by DTR4.2.7R of the Disclosure Guidance and Transparency Rules, being an indication of important events that have occurred during the first six months of the financial year and their impact on the condensed set of financial statements;

·    the Statement of Principal and Emerging Risks above is a fair review of the information required by DTR4.2.7R, being a description of the principal risks and uncertainties for the remaining six months of the year; and

·    the financial statements include a fair review of the information required by DTR4.2.8R of the Disclosure Guidance and Transparency Rules, being related party transactions that have taken place in the first six months of the current financial year and that have materially affected the financial position or performance of the Company during that period, and any changes in the related party transactions described in the last annual report that could do so (Note 10 below).

For and on behalf of the Board

Fiona Wollocombe

Chairman

27 September 2024