ANNUAL REPORT
& ACCOUNTS
2022
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4
6
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80
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Chairman’s statement
F
inancial highlights
Investment manager’s report
Qualifying investments
Liquidity Management Investments
Investment portfolio summary
Directors’ biographies
Strategic report
Directors’ report
Directors’ remuneration report
Corporate governance statement
Independent auditor’s report
Income statement
Balance sheet
Statement of changes in equity
Notice of annual general meeting
Form of proxy
CONTENTS
Puma VCT 13 plc Annual Report and Accounts 2022
1
David Buchler (Chairman)
Graham Shore
Stephen Hazell-Smith
Eliot Kaye
10376236
Cassini House
57 St James’s Street
London SW1A 1LD
Puma Investment Management Limited
Cassini House
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London SW1A 1LD
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Worthing
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MHA MacIntyre Hudson
Statutory Auditor
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London SE1 9BG
The Royal Bank of Scotland plc
PO Box 412
62-63 Threadneedle Street
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PricewaterhouseCoopers LLP
1 Embankment Place
London WC2N 6RH
Pershing Securities Limited
1 Canada Square
London E14 5AL
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No 1 London Bridge
London SE1 9BG
Puma VCT 13 plc Annual Report and Accounts 2022Puma VCT 13 plc Annual Report and Accounts 2022
2 3
Strong portfolio performance
leading to an 17.76p per share
increase in Net Asset Value
£22.4m raised in new equity
through full subscription of the
Funds raised in the period are
already 42% invested in
qualifying holdings, 12% above
the HMRC requirement of 30%
for 28 February 2023, with all
funds raised in prior periods
having met their 80% qualifying
investment target
Successful exit of TicTrac on
3 May 2022, delivering a 1.9x
cash return.
David Buchler Chairman
statements for Puma VCT 13 plc (‘the Company’) for the year
to 28 February 2022.
The Company’s Net Asset Value (“NAV”) per share at the end
of the year stood at 143.53p, an uplift of 17.76p (14.1%) from
the same point in the previous year. This gain has arisen from
a strong performance across a broad range of the Company’s
qualifying investments, which is particularly encouraging given
the prevailing market conditions. Eight of the Company’s
qualifying holdings were written up in value, with two held at cost.
Two of the Company’s qualifying holdings were marked down in
value and there was a small loss on the Company’s non-qualifying
holdings of listed securities. These movements, together with
running costs, accounted for the overall NAV movement.
During the year, the company undertook a further fundraising.
The Company raised £22.4m during the year, with a further
been fully subscribed. This gives the Company material additional
shareholder base. This leaves the Company in a good position
to continue to develop a robust portfolio. The Company intends
to re-open for another fundraising in the second half
of the current year.
We are pleased to report that 2021-22 has been an active year
for the Company with seven qualifying investments in this period,
made alongside other Puma-managed funds. These investments
vehicle safety technology provider; £1.51m into Everpress, an
e-Commerce marketplace for independent designers; £0.81m
investment of £3.22m into Connectr (rebranded from
MyKindaFuture), a Human Resources technology company;
a follow-on investment of £0.83m into Dymag, a manufacturer
of specialist car and motorbike wheels; and a follow-on
investment of £1.50m into Le Col, an ecommerce business
selling premium cycling apparel. This brings the overall number
of qualifying investments to twelve.
Within the portfolio, the Company’s holdings in Cameramatics,
positions were adjusted from being held at cost to being held at
investment structure which has helped secure value.
Connectr has continued to perform strongly and was written
had an extremely strong performance with growth year on year
of more than 200%. Together with positive sector movements,
this has enabled a large write up in the value.
TicTrac, the Company’s health and wellness app investment,
has also been written up in value, aided by the highly favourable
deal structure the Investment Manager secured and prospects
end, the Company successfully exchanged on a transaction to
exit this position and realise gains. This transaction delivered
a cash multiple of twice investment for the Company, equating
to a 38% p.a. IRR.
Two of the Company’s qualifying holdings had smaller write-ups in
value. Le Col has continued to perform well year on year, but
revenue growth in the latter half has come with higher discounting.
Open House, a pub business, has been impacted by the Covid-19
pandemic and the ensuing policy responses. Of their three sites,
The Lighterman is trading strongly, another has recently been
rebranded to The Arber Garden and is trading well after its
relaunch. Lastly, a new site in White City, The Broadcaster, has
opened successfully with good month on month growth.
Hot Copper (formerly Knott End Pub Company), a pub business,
has also been impacted by the Covid-19 pandemic and the
ensuing policy responses and was written down to a conservative
value. However, the business is robustly capitalised and has a
strong, seasoned management team which remains optimistic
about their long-term prospects.
A second business to be written down in value was Dymag. Whilst
its pipeline of orders has grown substantially in recent months,
meeting demand continues to be impacted by supply chain and
internal production delays.
Post the balance sheet date, Dymag entered into a new strategic
partnership with Hankuk Carbon Co. Ltd, in order to mass
manufacture their state-of-the-art carbon composite wheels for
the automotive industry. The partnership is expected to rapidly
scale-up carbon composite wheel production, bringing higher
Equipment Manufacturers.
adjusted for movements in the value of the listed equities and
running costs of the Company, plus audited adjustments in the
carrying value of the qualifying positions.
PricewaterhouseCoopers LLP (“PwC”) provides the Board
and the Investment Manager with advice on the ongoing
compliance with HMRC rules and regulations concerning VCTs
and has reported no issues in this regard for the Company to
date. PwC and other specialist advisors will continue to assist
the Investment Manager in establishing the status of potential
investments as qualifying holdings, monitoring rule compliance
and maintaining the qualifying status of the Company’s
holdings in the future.
With new funds now available for deployment the Company
has the opportunity to be proactive as the economy and society
recover from the pandemic, investing in businesses which have
shown resilience after the pandemic and are well positioned to
grow in the new climate. Further lockdowns in China and the
ongoing war in Ukraine, along with other economic events, have
undoubtedly had an impact. However, despite this, we look to
dynamic sector of small and medium enterprises and as this
Company’s own portfolio shows, whilst there will be losers from
the pandemic and its aftermath, there will also be winners.
The Manager has a strong reputation as a provider of capital to
well-managed, later-stage businesses and at the time of writing,
investments which are under consideration. The investment team
is currently in the execution phase with three further potential
progress in executing our investment strategy and, meeting our
ongoing qualifying holding tests as a VCT.
David Buchler
Chairman
23 May 2022
AS AT 28 FEBRUARY 2022
AS AT 28 FEBRUARY 2022
£52.35m
Net Assets
£22.4m
Cash raised during the year
1.9x
Realised return on holding in Tictrac post
the year end
143.53p
Net Asset per Ordinary Share
17.76p
Change in NAV/Share for the period
£9.3m
£14.8m
Cash raised post the year end
£21m
Cash available for new investments
post the year end
76%
of NAV invested in qualifying investments
67%
Increase in qualifying portfolio value over cost
35.71p
Return per Ordinary Share
14.1%
Increase in NAV/Share for the period
Software & Computer Services
Software & Computer Services
Industrials
Industrials
Consumer Goods
Consumer Goods
Media
Media
Leisure (inc.F&B)
Leisure (inc.F&B)
38%
21%
10%
11%
20%
47%
23%
5%
6%
19%
Annual Report and Accounts 2022 Annual Report and Accounts 2022
54
Puma VCT 13 plc Annual Report and Accounts 2022
6
Successful
realisation
Pure
Cremation
Pure Cremation has been the driving force
behind the UK-wide adoption of direct
alternative to traditional funerals, enabling
loved ones to hold a more personal event
to commemorate the deceased’s life, away
from a crematorium.
Puma VCT 13 invested £1.3m
as part of a £2.35m investment
round by Puma funds into Pure
The purpose of the investment
At the time of investment,
Pure Cremation was an
established business with
strong revenue growth, a clear
a robust business plan.
Pure Cremation had already
received a total of £5m of
investment from other Puma
VCTs in order to build its own
purpose-built crematorium.
Rupert West Managing Director
I’m delighted to see so much progress and value
creation within the Company’s portfolio over
the last twelve months and believe this is further
validation of our extremely hands-on approach
to portfolio management.
There is no doubt that working to help our portfolio companies
as much as possible contributes towards more powerful and
consistent results and exits. This is further evidenced by the recent
realisation of the Company’s holding in Tictrac, which was acquired
by the listed Canadian telehealth business, Dialogue, in May 2022.
The sale of Tictrac provided an attractive money multiple and a
positive Internal Rate of Return for our investors.
I do however need to add some caution when considering the
current investment horizon as we remain in a particularly uncertain
and challenging investment environment. As I cautioned last year,
the Covid era was “not a ‘conventional’ recession”, and the levels
of government support we saw, left several companies alive, but
weak, with very stretched working capital positions. Much of the
economy remains far from robust and it is now also being exposed
are, and will be, profound. In deciding to weaponise the privilege
of running the global reserve currency and freeze Russian dollar
assets, the US has made a very material move on the world stage.
Surprisingly this has not been discussed widely in the mainstream
Russia access to Russian dollar holdings, thereby signalling that
they were the US’s dollars all along.
We believe that such a move will dissuade China from depositing
spare funds in US Treasuries, and subsidising consumers in the
West through a depressed exchange rate (and correspondingly
cheap exports). In the medium term that might boost the
reshoring of manufacturing in the West, but in the near term is
squeeze on lower-income consumers.
Such a clear signal from the US may also hasten attempts by
China to develop a rival international settlement currency. This
risks accelerating a split between a Western economic sphere
and a Chinese economic sphere – the implications of which would
be felt across global trade, supply chain management, logistics
and tech. We believe it would also have permanent cost
implications for Western producers and consumers.
Increased fuel prices, caused generally by co-ordinated global
conversion to renewable energy sources. Whilst this may have
demand coupled with supply-chain disruption; as a simple example,
consumer goods – is being diverted for military use, just as it is
being called on for wind turbine manufacture.
And whilst much of our society has now appeared to have ‘moved
on’ from the Covid pandemic, sadly it remains very much with us.
Whilst the UK has had a fairly successful vaccination-and-exposure
policy, we are seeing friction between surging demand and labour
force shortages. Hospitality, travel, logistics and construction have
all experienced operational challenges in recent months, and this
will not improve for some time.
For China, holding on to its zero Covid policy and implementing
a series of rolling lockdowns of real severity is going to become
more challenging as the rest of the world opens us. And with
China still such a large manufacturing hub, this cannot help but
cause supply-chain disruption to Western producers and in turn,
as diverting all our investment activity to gold miners (not permitted
within the VCT rules). On a medium to long-term basis, we are still
investing into illiquid private companies, you’d better have an eye on
the medium to long term – if not for your own holding period, then
for the people you want to sell the positions to.
The world’s population is getting older, and not just in the West.
Ageing is very real for China as well. As populations age, spending
is diverted to saving (and then controlled dis-saving through
experience ever since 1990).
In summary, we are looking at an uncertain and high-risk backdrop.
For new investment activity, we will maintain a genuine multi-sector
investment approach, but will add consumer-facing positions
selectively - retaining our bias toward premium (higher-margin)
a clear cost-saving proposition. As ever, we will work extremely
closely with the companies we back and help them hone their sales
messages and sales team structures to maximise their growth.
7
Puma Private Equity – the private
equity division of Puma Investment
Management Limited – worked in
partnership with the Pure Cremation
team throughout the period of
investment, helping them execute a
number of their strategic ambitions,
• Expansion to Scotland and
Northern Ireland
• Implementation of a
comprehensive hiring plan and
other organisational changes
• Expansion of marketing activities
• Building scalable processes,
systems and reporting
frameworks to support growth
introductions during this time,
including to the company’s now
PURE CREMATION’S VIEW
Puma has played a pivotal role in our
robust systems and construct our
Charlton Park. We are incredibly
Cremation at the start of our journey.
Bryan Powell
CEO and Founder Pure Cremation
OUR INVESTMENT VIEW
We are delighted to have supported
Pure Cremation through these
critical years of growth. We shall miss
having them in the portfolio but have
managed to realise a fantastic return
for our investors within a tight
timeframe. We wish Bryan and the
team the very best of luck as they
continue to grow their business.”
Rupert West
Managing Director, Puma Private Equity
£7.35m
Investment
SECTOR
Direct Cremations
LOCATION
Andover, Hampshire
ESTABLISHED
2015
EXPANSION
Nationwide
8 9
Pure Cremation revenues grew nearly 10x over
the holding period and the company moved into
explore the abundance of strategic options available
to it, including meeting with potential acquirors.
An exit was secured for the Puma VCT funds in
June 2021, with Puma VCT 13 achieving a 4x money
multiple on its investment, resulting in an IRR of
71%. Distribution of the realised gains from this
exit has resulted in two interim dividend payments,
collectively returning 11p per share to investors
between December 2021 and March 2022.
1
Puma Private Equity is the private equity division of Puma
Investment Management Limited
11
It is clear that premium fashion
brands have had a turbulent
but the sector is now starting
to see a strong recovery. While
there are still challenges in terms
sector will see positive revenue
improvements during 2022.”
Ben Leslie
Investment Manager, Puma Private Equity
According to the latest research from McKinsey, global
fashion sales are on track to pick up some momentum this
year, as restrictions start to ease, and consumers are freer
to travel and resume their social lives in many key markets
around the world.
the pandemic like many other premium fashion brands,
it is in a strong position to capitalise on any uptick in
consumer demand, given the investments made over the
last two years in both its people and its underlying capability.
closed, the business had strong sales online, which were
boosted by investments into a new ecommerce web
platform, designed to optimise the shopping experience
stores were able to re-open, the business had its strongest
sales months throughout the summer. Sales from the
retail store in Earlham Street, London, and in concession
opened further stores in the Royal Exchange, London, and
Lower Manhattan, New York, and recently announced it
plans to open three further stores in the US.
including the opening of additional stores in US in
areas with high e-commerce led demand.
It also has a number of collaborations in the pipeline,
to broaden both range and appeal. It is further
investing. in its ecommerce platform, with a view
to optimising online sales further during 2022.
McKinsey, The State of Fashion, 2022.
Puma Private Equity is the private equity division of Puma Investment Management Limited
10
£5.26m
Investment
(VCT 13 participation £0.8m)
SECTOR
Premium Athleisure Wear
LOCATION
Europe
ESTABLISHED
2012
EXPANSION
US
%%
45
REVENUE GROWTH
2020/21
CASE STUDY
Looking to
conquer the US
In 2020, the Puma Funds invested £3.59m into
Aligning Swedish functionality with French
bodywear brand, having been voted one of the
three best swimwear brands for men in 2020
by Vogue magazine. In February 2022, Puma
Funds made a further investment of £1.67m,
to enable the business to continue its overseas
expansion, particularly in the US.
13
Claus and his growing leadership team
have made huge leaps forward in terms
of their geographic and propositional
and we are committed to helping them
continue on their journey.”
Ben Leslie
Investment Manager, Puma Private Equity
We are delighted to have Puma on
as a close business partner. Their
support will allow us to continue to share
our passion for what we do best –
providing customers with the leading
premium bodywear product in the
market – whilst enabling our geographic
year-on-year revenue growth with successful
expansion into international markets, as well
as a number of collaborations and strategic
partnerships. While recent years have been
more challenging, revenues have remained
strong and stable, and the investment into
ecommerce has enabled it to increase online
sales by more than 50%.
The investments we have made – which include
an additional investment of £1.67m in February
focused on the US.
potential to maximise global expansion being
a particularly attractive opportunity.
team, who bring a wealth of experience from
CEO
he was Managing Director at BETC Luxe.
– Caroline Pannhasiri
Caroline joined from The Kooples.
Head of E-commerce and Digital – Ibrahim
Rahni. Ibrahim joined from Serge Blanco.
ethical goals for the years ahead. From the people
making the products to the fabrics it uses, right
through to how it minimises transport around the
globe and its overall impact on climate.
uses are recycled and can be easily recycled in the
future. Recycled polyester in its swimwear, recycled
wool in its knitwear, recycled paper in its shopping
bags and online boxes, are just a few examples.
as possible to its warehouse outside Paris. 90% of
production is made in France (accessories), Italy
(knitwear), Portugal (underwear, swimwear and
sportswear) and Sweden (body care). All production
is transported by train or by truck. In addition, Ron
are able to disclose the carbon footprint of freight,
and it is actively working on reducing the
environmental impact of transport.
respect the rigorous labour laws of the European
Union. Suppliers outside the EU all adhere to Ron
The code stipulates minimum requirements for
working conditions, based on the International
Labour Organization (ILO) and UN principles. This
includes the right of all workers to join trade unions,
the right to a living wage, reasonable hours of
work, safe working conditions and a legally binding
employment contract. Child labour and all forms
of discrimination are strictly banned.
12
14 15
There has been a huge growth in online shopping in
recent years, along with an increasing awareness of
ethical fashion and consumers’ desire to support
grassroots businesses. A recent report by McKinsey,
suggested that more and more people were buying
clothing online before the pandemic, and that
“behaviours that started before 2020 have become an
established, even dominant, preference”. It goes on to
suggest that there has been a secular shift in shopping
patterns, with the result being that ecommerce is
expected to account for 50% of purchasing in the UK
clothing market in 2022, compared with 35% in 2021.
Everpress is well-placed to capitalise on the growth
of online shopping, which has been accelerated by
the pandemic, along with increasing awareness of
ethical fashion.
The business has shown an impressive growth
year-on-year on average, and the business has
There is a strong management team in place, and
a clear business plan in a growing sector. We believe
and buyer experience, and we are already working
with Everpress on investments to improve its product.
CEO – Alex Econs
Experienced entrepreneur with a background in graphic
design and applying technology to improve sustainability
within the industry.
– Simon Backhouse
Simon previously worked at Fiorucci, ASOS, Arcadia.
where the organisation already has
and in terms of production.”
Ben Leslie
Investment Manager, Puma Private Equity.
1
McKinsey, Six Vectors of Success in Online Fashion, May 2021.
Puma Private Equity is the private equity division of Puma
Investment Management Limited
CASE STUDY
Designing more
personalised
clothing
Everpress
In August 2021, Puma Funds invested £3.2m into
Everpress, an online platform that connects consumers
to unique and sustainable products from independent
designers. Everpress started with a simple mission –
to support grassroots creators and reduce waste in
fashion. Today, it provides a full-service solution through
which creators can upload their designs and create
campaigns – using the platform’s toolkit to choose
garment types, sale duration and prices – before
launching to a global audience via Everpress’s website.
16 17
Everpress is a platform synonymous
with creativity and innovation.
it has become the go-to platform for
creatives looking to showcase their
designs and engage with their
audiences. Our funding will enable
increasing the tools available to
creators and delivering a seamless
forward to partnering with the team
Ben Leslie
Investment Manager, Puma Private Equity
We’re thrilled to welcome Puma
phase of Everpress’s growth possible.
This investment will be instrumental
in ensuring Everpress is globally
recognised as the place to discover
scaling our charitable giving through
the Everpress foundation.”
Alex Econs
CEO, Everpress
Sustainability is at the heart of Everpress. It was formed
to support the creator economy and democratise
fashion, and it has paid out more than £6m to individual
artists using its platform since inception. Its campaigns
are run solely on a pre-order basis, so that garments are
only produced once purchased, eliminating excess stock
and wastage. This approach is estimated to have saved
over 336 million litres of water and 124,000 T-shirts from
changing lines for changing times of the year, is one of the
core principles behind the Ellen MacArthur Foundation,
‘Make Fashion Circular’ campaign. In addition, Everpress
moved to 100% sustainable packaging in January 2021,
with 90% of its garments sourced from ethical suppliers.
Its goal is to increase this to 100% within the next
12 months, along with becoming climate and water-
positive by 2025. Everpress has also started the B Corp
application process.
Everpress has exciting plans for the future, which
includes onboarding more creators with a high following,
and building out new tools to enable them to sell directly
to their own audiences.
Given the current macro-economic uncertainties,
the company has pushed back some of its growth plans,
including US expansion, and for the remainder of this
product, processes and communication.
£3.2m
Investment
(VCT 13 participation £1.5m)
SECTOR
E-commerce Retail
LOCATION
London
ESTABLISHED
2016
EXPANSION
International
CASE STUDY
Continuing the
development of
a premium London
venue collection
Open House
Open House is an independent hospitality business that
seeks to create iconic drinking and dining destinations in
London’s most progressive neighbourhoods. The founding
team behind the business are hugely experienced, having
previously run the Cubit House Group pub chain, which has
units in Pimlico, Chelsea and Belgravia, and they sold at a
In 2019, Puma Funds invested £5m to help the team secure
venues in major redevelopment areas in London. At the time of
the investment, the business ran The Lighterman in King’s Cross
(Granary Square) and Percy & Founders in Fitzrovia. It was looking
to secure new venues in areas that were being positioned as new
centres for retail, hospitality and day-to-day life. The investment
has helped Open House to develop its existing properties and
create a new venue – The Broadcaster at Wood Green.
Puma Private Equity is the private equity division of Puma
Investment Management Limited
18 19
QUALIFYING INVESTMENTS
by the restrictions imposed under the Covid-19 pandemic, and
people are returning to work and socialising once more. However,
the short-term outlook for the sector remains mixed.
particularly since many left the sector during 2020/21. Recent
months have seen improvements in vacancy rates, particularly
led to rising wage costs. In addition, with the ongoing political
tensions in Eastern Europe, food, beverage and utility prices
are rising rapidly, and these costs will need to be passed on to
consumers. A recent survey by UK Hospitality among 340
businesses across the UK, indicated that prices would need
to rise by an average of 10% this year, to cover the huge
increases in overheads faced by the industry.
demand. Forecasts suggest that while the value of the pub and
bar market fell by £13.9bn (61%) in 2020, the market is expected
to grow by 51.8% in 2022, reaching a value of £22.4bn. The
in the pub sector, stock remains relatively limited.
The Lighterman: ‘Pub of the Year’ –
Top 10 Accreditation, The London
Lifestyle Awards (2020/21)
The Lighterman:
Achievement – High Quality Food’,
Hardens (2021)
The Lighterman: ‘Dining Pub of the
Year’, The Good Pub Guide (2021,
winner)
Percy & Founders: ‘Restaurant of the
Year’, The London Lifestyle Awards
The Lighterman: ‘LABC Building
Excellence Regional Awards’, (2017,
winner)
The Lighterman: ‘Top bar/pub food’,
Harden’s (2017, voted No 2 for service,
No 1 for ambience and No 1 for overall
experience)
The Lighterman: ‘Pub of the Year’, The
London Lifestyle Awards (2017, winner)
The Lighterman: New London Awards,
Commendation for Hotels & Hospitality
(2017)
Open House has a very clear positioning, backed by a highly
talented and experienced leadership team, who have a strong
focused and pragmatic business plan – while tested fully during
the pandemic – shows a clear growth trajectory, and it has
period. While the business was not exempt from the challenges
brought about by Covid, one of its properties has just opened
following an extensive refurbish, and the latest property is well
ahead of trading expectations. We believe it is building up a very
sellable group.
UKHospitality survey of 340 hospitality businesses representing 8,200 venues, February 2022.
Lumina Intelligence UK Pubs & Bars Market Report, September 2021.
20
Clearly the last two years have been
highly challenging for the hospitality
this storm skilfully. It emerged with an
which is well positioned for growth.”
Rupert West
Managing Director, Puma Private Equity
OPEN HOUSE’S VIEW
have partnered with them. We have
found their interest and engagement
in the day-to-day running of the business
resourceful and supportive with ideas
we were having constant issues with
through the Puma network unlocked
the issue within days.
I would highly recommend them as
personable and human approach to all
aspects of business operations one of
their many strengths.”
Ankur Wishart
Co-Founder & Managing Director, Open House
At King’s Cross and White City, the team have proved
their ability to contribute to the ‘place making’ being
redevelopment sites in the world. Given the current
macro-economic uncertainty, they are continuing
to look at additional opportunities, and are keen to
obtain key new sites on favourable terms.
Open House takes sustainability seriously, and always seeks
to source its supplies from local or sustainable resources.
which guarantees the standardisation of all food sourcing
quality, safety and operations, and ensures Open House
acts sustainably, as well as providing protection for the
meaning the food has been responsibly sourced, safely
produced, and comes from crops and animals that have
been well cared for– which is good for both customers
and British farmers.
The Open House overall beverage philosophy has always
been to work with small, craft and local suppliers as much
as possible. Beers are sourced from UK-based small craft
breweries, including Braybrooke, Crate, Five Points, Harbour.
About 90% of Open House wines comes from organic wine
producers – the main suppliers being Bancroft, Dynamic
Vines and A&B Vinters. As well as organic wines, 70% is
also classed as biodynamic, where the wines are made
by farming all components of the vineyard as one whole
entity, eliminating the use of chemicals and using natural
materials and composts.
Over the last year, Open House has concreted its relationship
with small, local and craft suppliers, having opted for East
London Liquor Co as its house pour. All Open House’s gins
are UK-based, and its whisky is predominantly from the UK.
And all juices are made fresh, with no additives, from its fruit
and veg supplier, 2-serve, which is based in New Covent
Garden Market, just a short distance from all Open House
venues, again reducing emissions from transport.
In addition, Open House works closely with LemonAid &
are better for the environment and better for the customer.
Over the last few years, Open House has worked with The
Felix Project, a London-based food redistribution charity,
which sets out to feed those in London without access to
every day, and 400,000 children are at risk of missing the
project, as well as sending food that would normally go to
waste; this was especially the case during the pandemic,
and the team were on-hand to help distribute the food.
21
£5m
Investment
(VCT 13 participation £1.8m)
SECTOR
Hospitality
LOCATION
London
ESTABLISHED
2015
EXPANSION
Further units in London
%%
50
REVENUE GROWTH
2020/21
Puma Private Equity is the private equity division
of Puma Investment Management Limited
23
The Parker Review was set up to improve levels of diversity and
inclusion at large companies in the UK. First published in 2017, the
report set a target for every FTSE 100 company to have at least
one director from a minority ethnic group on its board by 2021,
with FTSE 250 companies given until 2024. This created a large
pipeline of organisations looking to improve levels of diversity at
board level, and throughout the wider organisation. The report
highlighted the need for mentoring programmes as a tool that
can “bring down ethnic barriers and empower talent”.
Recent analysis suggests progress is being made – certainly within
larger organisations. According to EY 89 FTSE 100 companies
had ethnic diversity on their boards (December 2021), compared to
74 in November 2020.
highlighted that the Black Lives Matter movement has shifted the
quality of the conversation, so that actions and initiatives are being
reviewed with increased scrutiny. Mentoring programmes are now
increasingly seen as “important elements of the overall approach
to ensuring the greater representation of ethnically diverse
individuals at senior levels”.
Given the continued focused on
we believe the sector outlook for
organisations that can fundamentally
Ben Leslie
Investment Manager, Puma Private Equity
EY London, press release, March 2022.
Puma Private Equity is the private equity division of Puma Investment Management Limited
£8.7m
Investment
(VCT 13 participation £5m)
SECTOR
HR Tech
LOCATION
London
ESTABLISHED
2010
EXPANSION
Global plans
%%
45
REVENUE GROWTH
FY21 to FY22
CASE STUDY
Building belonging
across the world
Connectr (formerly
MyKindaFuture)
Connectr is a market-leading HR tech platform that provides
smart mentoring software to improve employee recruitment,
retention and attainment. It was born out of a desire to help
organisations improve D&I in their workforce, and Connectr’s
software has been developed to address key challenges in
minority and disadvantaged groups, skill shortages and
increasing employee attrition rates.
Puma initially invested £2.75m in August 2019 to support
Connectr to develop its core product. Following impressive
revenue growth in the following two years, Puma invested
a further £6m across two investment rounds (October
2020 and December 2021) to capitalise on the expansion
opportunities available to the company.
22
Connectr’s sole purpose is to help improve rates of diversity
and inclusion across the global workforce. The purpose
runs through everything it does, and it seeks to champion
meaningful employment itself.
Shortlisted in the British HR Awards 2022 in the Technology
Company of the Year and Innovation of the Year categories.
Connectr is led and managed by a highly experienced
a market that is becoming increasingly noisy. In recent
months it has increased its focus at board level for
a coherent D&I strategy that sits around its core
platform, and is focused on providing comprehensive
metrics that show where improvements are being
made. Clients are seeing strong ROI on programmes
It has already partnered with multiple blue- chip global
employers to increase the diversity in the workforce,
e.g. GE on its Next Engineers programme, National
Grid, Heathrow.
Connectr has had a number of notable blue-chip wins
in the last year, including GSK, LinkedIn and the NHS,
and has a strong pipeline of opportunities for growth
both in the UK and internationally.
It also has product extension plans for a number
of clients that grow with the employee lifecycle –
from graduate to executive. It has already launched
a new workplace mentoring platform (“Connectr
and using the platform.
Connectr is in a growing sector, and has a number of
clear exit routes available to it at the appropriate time.
67%
reduction in candidate renege rate
41%
increase in diversity of hires
85%
average user engagement rate
CEO – Will Akerman
Experienced founder with a track record of scaling and
delivering exits.
– Rachel Morar
Rachel joined in 2013, background in corporate and third
sector sales.
– Mark Edgeworth
Mark joined Connectr in 2022 from BeMyEye and has a track
record of scaling SaaS sales and marketing functions.
– Ashley Taylor
OUR INVESTMENT VIEW
Connectr creates a positive social
and under-represented groups across
the UK. Our latest investment allows
Connectr to continue setting the
standards for its sector; further
developing its market-leading mentoring
platform and supporting its clients to
attract the best talent to create an
environment that enables people to
thrive. We are delighted to continue
supporting Will and the team on the
forward to seeing the company grow
over the coming years.”
Ben Leslie
Investment Manager, Puma Private Equity
CONNECTR’S VIEW
This new funding from Puma will enable
us to continue building on our success
supporting diversity and inclusion in
the wider workplace and achieving our
goal –to reduce unemployment and
build a sense of belonging for all.”
Will Akerman
Connectr’s Founder
2524
27
Ostmodern is a specialist in the management of digital
video-on- demand in the mid-2000s. The growth of digital
has disrupted sectors that were traditionally serviced in
person, and are increasingly being serviced through video.
The market is now enjoying new waves of rapid growth, with
a proliferation of streaming platforms and media devices,
and increasing demand from sectors outside the traditional
training courses.
As part of our investment, we have worked closely with
management to help nurture company culture, and ensure
that the company’s vision permeates through the
organisation to all employees.
We have looked to establish clear reporting lines and
dashboards, to help the board better monitor performance
across all functions.
The next 12 months will be about achieving product
The company also intends to deliver a number of product
development updates, including faster integration and
reducing server costs for clients when using Skylark.
£2m
Investment
(VCT 13 participation £0.5m)
SECTOR
Software, Video-on-Demand,
Content Management
LOCATION
UK, with commercial presence
in the US and the
ESTABLISHED
2007
EXPANSION
International
%%
3
REVENUE GROWTH
2020/21
CASE STUDY
Build and scale
world class
streaming products
Ostmodern
Ostmodern is a digital product specialist and creative technology
company. The team collaborates with businesses to develop
unique digital products and services. It has produced bespoke
across the world, including Fox, ITV and hayU.
Building on the management’s expertise in the video-on-demand
sector, Ostmodern has developed a Video Management System
(VMS), Skylark, to enable content owners to better manage and
commercialise their video content. In December 2020, Puma Funds
invested £2m in Ostmodern, to enable it to further develop the
Skylark product and continue its transition from a service provider
owners. The investment has also helped the company to establish
a sales structure to commercialise the product internationally.
26
29
QUALIFYING INVESTMENTS
28
– Taylor Riese
Taylor has sought to set up a scalable B2B sales
structure to sell the Skylark product. He joined in July
2021, with ten years of commercial experience with
Verizon, where he was MD of EMEA and India sales.
The company has also hired two new sales
representatives to cover EMEA and APAC.
Head of Marketing – Lasharna Turner
Lasharna joined in August 2021, to set up an omni-
channel marketing function. Lasharna joined with
sector experience, to establish product messaging,
improve the company’s understanding of its target
market, and work closely with the new sales team
to optimise lead generation.
The pandemic has accelerated the use of
digital across many facets of daily life, and
content owners are increasingly looking to
commercialise their content. Sectors such
as sports, education and retail are expected
to move in a similar direction to media
the serviceable market for Ostmodern.
Ostmodern is a relatively established
business, with an experienced senior
management team. While the pandemic
expected revenue growth, the company
adapted its go-to-market strategy, and has
maintained a healthy pipeline of clients for
During this period, our investment has
enabled the business to further develop
the product, reduce onboarding costs,
standardise the product framework, and
establish a sales and marketing structure,
to better position its message to the
target market and ramp up sales.
OSTMODERN’S VIEW
the value of a strong brand and a
company’s position within its marketplace.
We feel the Puma team has real empathy
for what we have achieved and the
potential for our Skylark Platform.”
Tom Williams
CEO, Ostmodern
OUR INVESTMENT VIEW
We are delighted to be supporting
as they draw on their long-standing
on the considerable growth of video-on-
demand that we are seeing worldwide.
becoming increasingly important in
to seeing the team lead the way in the
rich media market.”
Kelvin Reader
Investment Manager, Puma Private Equity
1
Puma Private Equity is the private equity division
of Puma Investment Management Limited
CASE STUDY
Driving new
standards in
vehicle safety
CameraMatics
(formerly known as
MySafeDrive Limited)
solutions for businesses, designed from a deep understanding
investment within seven months on average. Working across
Ireland, the UK and US, the business is positioned at the
operators reduce risks and drive new safety standards.
In 2021, Puma Funds invested £4.72 m into CameraMatics,
with the investment primarily focused on supporting the
additional expansion of the US branch of CameraMatics,
following recent successes in the UK.
30 31
OPEN HOUSE’S VIEW
have partnered with them. We have found
their interest and engagement in the day-to-
also being highly resourceful and supportive
with ideas and problem- solving. For
calls through the Puma network unlocked
the issue within days.
I would highly recommend them as
personable and human approach to all
aspects of business operations one of their
many strengths.”
Ankur Wishart,
Co-Founder & Managing Director, Open House
According to Fortune Business Insights, the global
at $18.2bn in 2021, and is projected to grow to
$67.38bn by 2029.This is fuelled in part by the
growth in online shopping, but also the need to
and safety is expected to see sustained growth
to support more optimised supply chains, and
reduce economic and environmental impacts.
In addition to the existing team, key hires have
– Darren O’Donohoe
Previously worked at Digicel.
Head of UK Sales
Previously worked at The Vehicle Group.
Head of US Sales – Michael Menolascino
Previously worked at SmartDrive.
Marketing Director – Richard J Moore
Previously worked at Inmarsat.
will enable it to strengthen its position in
the global market. With the adoption of
IoT solutions by the telematics industry
the company to capitalise on the growing
market opportunities globally.”
Jonathan Wyles
Investment Director, Puma Private Equity
CAMERAMATICS’S VIEW
IoT is the future. With the market growing
our software solutions.”
Mervyn O’Callaghan
CEO of CameraMatics
related carbon emissions is not always straight
forward. Techniques to reduce the number of
vehicle journeys rely on actionable data insights
encourage drivers to drive more economically,
which aren’t always obvious. The CameraMatics
cloud translates the big data from an array of
devices into actionable insights. These enable the
• Route optimisation and associated reduction
in fuel costs
• Reduced vehicular wear & tear, and associated
reduction in servicing and parts.
CameraMatics has also recently been selected by
the Bord na Móna to take part in its ‘Accelerate
Green’ programme, for businesses focusing on
sustainability and climate action.
Fortune Business Insights, April 2022.
Puma Private Equity is the private equity
division of Puma Investments.
2021 Technology Ireland Emerging
Company of the Year 2022 – Nominated
for EU Future Unicorn Award.
CameraMatics Co-Founder and CEO,
Mervyn O’Callaghan has been named
‘Founder of the Year’ 2021 by Enterprise
Ireland as part of its prestigious High
Performance Start-Up (HPSU)
programme.
CameraMatics was a Finalist in the
Business Car Awards 2021, shortlisted for
the Risk Management and Safety Award.
Prestige Awards 2021 Technology
Solutions Specialist of the Year.
The business has made large investments
into the Sales and Marketing teams in 2021,
and the sales and order pipeline is growing
strongly. The plan for 2022 and beyond is
to continue the international expansion.
CameraMatics provides a scalable customer-centric solution
experience and knowledge. This focus on the key customer
they face is a key USP for the business. It has a consistent
track record of winning large enterprise contracts, that utilise
its scalable technology platform to solve real-world issues;
and the further easing of travel restrictions has also improved
sales performance.
Recently, the company announced that Maritime Transport
Limited, one of the largest transport and logistics operators
in the UK, has chosen CameraMatics as its Fleet Safety and
Telematics Partner.
32 33
£4.72m
Investment
(VCT 13 participation £1.96m)
SECTOR
Fleet and Safety Technology
LOCATION
UK and Irleand
ESTABLISHED
2016
EXPANSION
US
%%
64
REVENUE GROWTH
FY21 to FY22
CASE STUDY
Matching the
growing demand
for software
talent
Deazy
Deazy is a platform that enables enterprise and PE/VC
backed growth companies to hire high quality software
developers, through intelligently matching developers with
project requirements. Founded in 2016, Puma Funds
invested £5m of equity into Deazy in December 2021, to
enable the business to scale its commercial teams, so that
it could accelerate its growth plans. It also sought to double
down on the functionality of its platform, and further build
out its own software development teams.
35
Given the continued penetration of all things digital into
all aspects of our business and professional lives, it’s no
surprise that globally there continues to be a shortage
of access to skilled software developers. According to
the Recruitment & Employment Confederation (REC),
programmers and software development professionals
is the third highest occupation with worker shortages
in the UK, and both Brexit and the pandemic did little but
increase the demand further for this talent pool in the UK.
In addition, the introduction of IR35 tax legislation,
to identity all those contractors who were working as
‘disguised’ employees, has further reduced the available
freelance software resources when companies need
them. Platforms such as Deazy’s, that enable talent to
be searched and matched to projects, have seen
a surge in demand.
Deazy has recently recruited an experienced Chief
the delivery of a market-leading platform experience,
and explore additional opportunities to drive revenue
expansion through the platform.
its current market, achieving impressive revenue growth
of 270% in 2021 – with December 2021 being its highest
grossing month to date. The company has done this by
growing with existing customers and expanding into new
segments, with increased stickiness and margin as a result.
Deazy operates in a market with strong fundamentals
driven by the shortage in supply of software developers.
terms of how it aggregates supply. It achieves this through
working with delivery partners instead of freelancers,
and it’s attractive, since it enables organic scale, given
delivery partners can build out their teams to service
more demand from Deazy’s customers.
It is our belief that the experienced management team have
a clear understanding of their target customers’ needs and
how to scale up the delivery partner ecosystem, and we are
therefore backing a clear and coherent growth strategy.
Deazy is committed to smashing stereotypes, breaking
inequality, and rejecting discrimination. As a tech business
it is really proud to showcase its female talent. The majority
female product team is a rare sight in the tech industry,
which is made up of 75% men, and the organisation is
providing lots of support to help women succeed in tech
and provide role models for the industry.
Deazy is continuing to develop further its platform
develop new features to assist in capturing further
value from customers. It is also building out its sales
and customer success teams to drive new sales as
well and expanding revenue from existing clients.
Deazy will look to target customers where higher
margins can be achieved.
OUR INVESTMENT VIEW
The global demand for developers is vastly
connects companies to software developers
impressive growth to date.
Andy has built a fantastic team and platform with
has an attractive opportunity to capitalise on
to grow and develop the business during the
Kelvin Reader
Investment Manager, Puma Private Equity
There has long been a shortage of development
accelerated sharply since the pandemic and
The investment from Puma will enable us to
scale our commercial teams on both sides of the
Andy Peddar
CEO and Co-founder of Deazy
34
£5m
Investment
(VCT 13 participation £2.9m)
SECTOR
Technology
LOCATION
London
ESTABLISHED
2016
EXPANSION
UK
%%
169
REVENUE GROWTH
2020/21
1
Puma Private Equity is the private equity division
of Puma Investment Management Limited
37
Riding high from
demand for
performance
cycling apparel
Le Col
CASE STUDY
Le Col has a very clear ambition to be the pre-eminent
performance cycling apparel company in the world.
In 2018, Puma Funds invested £2.35m to support
Le Col’s initial growth plans, and following continued
strong performance, a further £4m was invested
in 2020 and February 2022. This additional investment
was to fuel the company’s overseas expansion as well as
According to research published by the Bicycle Association, the
UK cycling market was worth £2.31bn in 2020 – an increase of 45%
over 2019. Cycling has seen a renaissance since the Covid-19
pandemic struck, given much of the leisure sector was closed for
a considerable period and people looked to alternative options for
their exercise. According to Mintel, more than 1 million extra adults
starting cycling in 2020, and there was a 57% rise in the number of
children cycling in the summer of 2020 compared to the previous
year, so we are seeing rising participation rates among adults and
children, which have continued throughout the pandemic.
In addition, fuelled by the growing interest in climate change and
reducing our carbon footprint, the e-bike market has also seen
sales surge, with Forbes suggesting that in European countries,
by 2030 17 million e-bikes will be sold a year, which is more than
twice the number of passenger cars being registered currently
in the EU.
Overall, the cycling sector in terms of participants as well as
participation rates looks to be on the increase, which is good
news for organisations such as Le Col.
Le Col continues to invest heavily in its product, with additional line
extensions, as well as more R&D into materials and cuts that help
improve the performance cycling kit. Even the smallest changes
Le Col is also looking to continue its international expansion, with
investment into the US and Europe in particular, where the overall
cycling markets are continuing to grow.
1
Bicycle Association press release, UK cycling market valued at £2.31 billion in
2020, reports BA –Business –BikeBiz
Mintel, UK Cycling Report 2021, UK Cycling Market Report 2021 (mintel.com)
Forbes website, E-Bike Sales To Grow From 3.7 Million To 17 Million Per Year By
2030, Forecast Industry Experts (forbes.com)
£6.35m
Investment
(VCT 13 participation £2.52m)
SECTOR
E-commerce (cycling)
LOCATION
Europe
ESTABLISHED
2011
EXPANSION
Global
%%
60
REVENUE GROWTH
2020/21
36
38 39
QUALIFYING INVESTMENTS
growth since our initial investment.
pace internationally by delivering on
its proposition of performance-led
cycling. Its sponsorship of leading
women’s and men’s cycling teams is
also helping the brand gain traction
holds for Le Col in 2022 and beyond.”
Harriet Rosethorn
Investment Manager, Puma Private Equity
I am pleased with the support from
again and again and push us to the
our business globally.”
Yanto Barker
Le Col Founder and CEO
Le Col has worked on several projects
that encourage people to cycle and
to live a more active and healthier
discount on its products, when people
completed 250 minutes of recorded
activity within a challenge period, and
it regularly works with Strava on
incentivising exercise and challenging
yourself to do more activity.
Le Col is also passionate about
women’s cycling, and helping deliver
female riders to the biggest stages in
the sport. It has recently tripled its
investment in cycling team Le Col –
Wahoo - who will be participating in
the Women’s Tour de France in 2022,
and has agreed investment for a
further two years, so the team can
continue to build.
The team have secured a number
Head of Product Development
Jennifer Choi, (ex Rapha).
Digital Director – Andrew Longley
(ex Asics, Ben Sherman).
Le Col has seen explosive growth over recent years
– fuelled in part by renewed interest in the cycling
sector, but also because of the quality of its
product, which has helped deliver results,
particularly for competitive cycling. The business
has an impressive management team who are
investment in brand and sponsorship is starting
to pay dividends, with an increase in brand
awareness and salience.
ambassadors, including Victoria Pendleton and
Bradley Wiggins, and has secured a number of
strategic partnerships – including with McLaren,
to develop high-performance materials that deliver
a step change in aero- cycling apparel.
Le Col will also be returning to the cycling World
Tour this year, with a new deal to become the
technical clothing provider for Bora-Hansgrohe,
in a deal that sees the two parties embark on a
three-year journey together.
1
Puma Private Equity is the private equity division of Puma
Investment Management Limited
There is no doubt that the pandemic brought about change to many
industries, but none more so than those dedicated to employee health and
wellbeing. The toll that the pandemic took on many people’s mental health,
being placed on holistic and mental health and wellbeing. In a recent survey
by JLL, 86% of employers in the UK stated they were changing their
approach to employee health and wellbeing as a result of Covid-19, and
more than half of US companies are now providing dedicated mental and
In addition, a number of companies are now increasingly looking at data
and wearable tech, to see how they can better support their workforce.
Apps that can track cognitive function and help deliver personalised insights,
competitions that seek to incentivise collective health and wellbeing,
along with tailored health programmes and digital coaching, are all being
considered by companies, large and small. It’s no wonder then, that some
forecasters estimate the market for employee wellness software to be
worth $370m by 2026.
1
JLL, Future of work, The new ways companies are investing in
employee wellbeing (jll.co.uk)
Global Employee Engagement Software
Market Size to reach around 370 USD Million by 2026 with CAGR of
Tictrac’s sole purpose is to drive
better engagement in people’s
health and wellness; it has a
huge amount of data from a
number of large organisations it
works with. It suggests huge
successes in terms of employee
65%
increase in completed
health assessment
52%
uptake of customers
onboarded to wellness
programmes
40%
increase in health
engagement
40 41
CASE STUDY
Engaging employees
for a healthier future
Tictrac
Tictrac is a provider of wellbeing software and services that are
designed to engage, inform and enable businesses to take better
care of their employees’ health and wellbeing.
It provides exclusive content to its users, as well as taking
feedback and action plans. Tictrac has gathered powerful evidence
that use of its platform reduces sedentary behaviour among large
workforces, with associated positive outcomes for engagement
and wellbeing. Tictrac’s main customers are large insurance
companies, such as Aviva, Allianz, Prudential, Generali Employee
In 2020, Puma Funds invested £5m in Tictrac, to capitalise on
the technology investments made, and build out itsdistribution
and content provision. On 3 May 2022, the Company
successfully exchanged on a sale of this position and realise
gains. This generated a cash multiple of nearly twice investment
for the Company, equating to a 38% p.a. IRR.
TICTRAC’S VIEW
role and responsibility in supporting the health
of their workforce. And while businesses are
focused on sustaining retention and productivity
– particularly with so many people working
remotely – they are now tasked with trying to
striking a healthy work-life balance. Funding
from Puma has allowed us to bring this product
business.The aim at Tictrac is to inspire people to
platform will help achieve that.”
Martin Blinder
CEO and Co-founder of Tictrac
OUR INVESTMENT VIEW
Increasingly we need to take greater
responsibility for our own health. Thanks to
to do on a day-to-day basis. We have been
consistently impressed with Tictrac’s ability
which in turn will help alleviate some of the
pressures our health services continue to face.
support Tictrac’s pivotal work in helping the
to aiding the company’s continued growth over
the coming years.”
Rupert West
Managing Director, Puma Private Equity
its customers and their employees. Over the last few years
the company has built strong relationships with a number
to include more bespoke content and additional services.
The founders have assembled a strong management team,
which they continue to add to with new specialist skills, and
they have gained a strong foothold in an industry that has
seen a surge in interest in recent years.
Tictrac continues to win new clients – Howdens was
a notable win in 2021– and it has a number of pipeline
developments with clients across Europe and Asia.
Tictrac has made a number of new hires recently, including
the appointment of James Henson as Chief Product and
BorrowMyDoggy and Moonpig.
• Innovator of the Year, British Small Business
Awards 2018
• Hottest Health Tech Start-up Finalist, European
Tech Start-up Awards 2018
The Puma Private Equity team successfully realised its
position held in TicTrac on 3 May 2022, delivering a 1.9x
cash return.
Tictrac plans to continue building
upon its established relationships
with the large insurers. As employee
holistic and further embedded into
organisations beyond the key
pension/life/health insurance
provision, the ability to provide
meaningful engagement and data
with employees’ health will be key.
42 43
£5m
Investment
(VCT 13 participation £1.85m)
SECTOR
Software Computer
Services
LOCATION
London
ESTABLISHED
2010
EXPANSION
Europe, Asia and US
1
Puma Private Equity is the private equity division
of Puma Investment Management Limited
45
Removing surplus weight from vehicle components,
or “lightweighting” as it is known, is very important in
automotive technology. It interacts well with two current
global megatrends – emissions reductions, and the global
push towards electric vehicles (EVs). Lighter vehicles use
less fuel, and EVs are powered by large, heavy batteries,
meaning that any weight saving amongst the rest of the
vehicle components is a premium.
Lightweight wheels can allow substantial weight savings in
other parts of a vehicle, due to the principal of “un-sprung
mass”. Wheels are un-sprung mass, and 1kg of weight saved
in the wheels of a vehicle can allow up to 8kg to be reduced
elsewhere. This multiplier of up to 8x increases the premium
on the wheels.
Given these dynamics, the carbon wheels market is estimated
to grow at over 32.3% CAGR between 2020 and 2026.
Lightweighting is an important part of emissions reduction for
internal combustion powered vehicles, and also a critical step
for the enhancement of electric vehicle technology.
During what was a challenging time during the Covid pandemic,
Dymag won over 20 niche OEM wheel projects in the UK and
USA, and signed long-term supply contracts for BX-F™ carbon
rims with 14 aftermarket wheel brands worldwide. Its focus
continues to be on securing strategic distribution, and it is
working on several other niche wheel brand deals in Switzerland,
the UK and Latin America, which will they are aiming to
announce later this year.
1
onitor performance across all functions.
£8m
Investment
(VCT 13 participation £2.26m)
SECTOR
High-performance
wheel manufacturer
LOCATION
Chippenham, UK
ESTABLISHED
1974
EXPANSION
Global
%%
38
REVENUE GROWTH
2020/21
CASE STUDY
Designed for high
performance
Dymag
Dymag is a British designer and manufacturer of high-
performance car and motorbike wheels, which was founded
in 1974 by Max Bostrom. The company has been making
carbon motorcycle wheels since 1995, and carbon-hybrid
automotive wheels since 2004, and considers itself a racing
and road pioneer. The business continues to grow its
presence, both in aftermarket wheels using relationships
with several leading US distributors, and through project
work with several leading performance
“original equipment
manufacturers
” (OEMs).
Puma Funds have made a number of investments into
£1.7m in October 2020 and £1.5m in October 2021. These
investments have been made to improve scale and reduce
production costs – particularly of carbon- hybrid automotive
44
4746
Investments into the management team have been
made throughout the life of the investment.
Tom de Lange joined as CEO in October 2019 from
Dyson, and is a key part of moving the company forward.
Tom Ellaway – joined in March 2022 as Head of Sales
and Marketing.
and manufacturing teams, and a Manufacturing
quality standards remain constant as the company
moves to multiple shift patterns.
Dymag is a notable player in its rapidly growing
property around its technology and manufacturing
processes, which acts as a substantial barrier
to entry for competitors.
Dymag has seen some revenue growth, as its
customer base and channels to market have
increased. YOY growth is averaging 35% over the
past two years, which is impressive, given the
restrictions of supply chain throughout the
Covid-19 pandemic environment.
Puma Funds’ investments into Dymag have
in production processes to lower unit cost, including
relocation to a new factory in Chippenham, which
was open and fully operational by mid-February
2021. Investment has also been used to develop
a more sophisticated sales and marketing function,
to increase the product range and to reduce
dependence on external suppliers.
Dymag is well positioned to capitalise on the
predicted growth in the carbon wheels market.
OUR INVESTMENT VIEW
disrupting the carbon wheel market.
having continued success in securing
a number of new contracts and
strategic partnerships worldwide.
We believe it’s well-placed to
accelerate its growth and establish
itself as one of the pre-eminent
leader in this market.”
Jonathan Wyles
Investment Director, Puma Private Equity
OUR INVESTMENT VIEW
With the robust product foundations
and increasing output. The additional
investment from Puma will enable us to
Tom de Lange
CEO, Dymag
CASE STUDY
Continuing to
build more
meaningful
connections
in delivering campaigns across social media platforms.
Since the company started in 2017, it has built an impressive client
list including Google, Amazon, Levi’s, Starbucks, SharkNinja and
PrettyLittleThing, and has strong relationships with agencies
MediaCom, Ogilvy and Havas.
Puma Funds invested £3m in August 2019 to drive innovations
on its proprietary social media platform – Waves – and help the
organisation expand its global presence. Waves is leading the way
be able to integrate with its Creator Market place API.
1
Puma Private Equity is the private equity division
of Puma Investment Management Limited
48 49
a marketing channel, and the sector is forecast to
be worth more than $16.4bn in 2022. Increasingly,
brands are seeking to connect more deeply and
on a wider range of topics with their audiences,
and research has highlighted that 75% of brand
is not a new phenomenon. History is littered with
examples of celebrities lending their ‘brand’ to other
organisations – from David Beckham (Brietling,
Sainsbury’s, Samsung, H&M and Coty) to Roger
Federer (Gillette, Rolex, Uniqlo). Social media
platforms have, however, enabled those that are
relatively ‘unknown’ to enter the arena, and to
A good example is Molly Mae Hague (Beauty Works
and PrettyLittleThing), who having taken part in
a TV programme has amassed so many followers,
marketing enables brands to deliver content to
1
into uncertain economic times, the ability to ensure your brand
has a robust platform that enables brands to measure more
who leads the company as CEO, and YouTuber and creator Caspar
understanding of the creator landscape, and ensures the company
attracts the best creators, as well as working with leading brands.
Together they lead a highly motivated and highly skilled
management team, whose knowledge and understanding of the
fast-moving sector has been hugely impressive.
At the point Puma Funds was invested, the revenue growth was
420% and despite the many challenges faced by the Covid-19
pandemic, the company grew nearly x3 in 2021-22. Ben, Caspar and
space, is pivotal in being able to capitalise on the continued growth
this sector is experiencing.
springboard its growth in the US, the Middle East and Europe, where
marketing space, but it also means the business will be able to
distribute content directly through the Facebook and Instagram
networks and their wider digital portfolios.
The business has grown to more than 70 people, and has opened
made a number of key hires to its
– Suzanne Burrows
Suzanne is a very experienced CFO, with
the media space.
– Rafael Franco
Rafael has a vast amount of tech
experience in the adtech space
(previously at Unruly).
Group Operations – Alice Judge-Talbot
Alice has experience managing key
accounts across marketing agencies
including uding Billion Dollar Boy.
Olly Gosling as Strategy Director.
50
Influencer marketing plays a pivotal and
growing part of marketing teams’ budgets
seeking more meaningful connections
with their customers. Working with
influencers who have strong relationships
is a great way for marketeers to achieve
growth in the sector. Finding an influencer
marketing platform and partner that
can optimise your influencer marketing
and Influencer is ideally placed to do so.”
Harriet Rosethorn
Investment Manager, Puma Private Equity
INFLUENCER’S VIEW
Puma shares our vision and I’m thrilled to
be working with them. Their backing
globally and continue to solve the problems
currently facing brands and creators.”
was designed to be an inclusive workplace
from Day 1. The team believe that the
the communities they serve, and they
aim to provide inclusive and accessible
services for all. They have also worked hard
to outline the steps they can take as an
organisation to continue to improve, and
have made a number of public pledges in
this regard.
• Listed as one of Campaigns 2021 Best
Places to Work
• Listed as 11th in the MarTech 50
•
Agency of the Year at the Blogosphere
Awards 2021
which it is using to continue to invest in
its campaign performance and evidence
campaigns, which is pivotal as we head
into more turbulent times.
It is also investing heavily in its sales and
distribution, and has grown a number of key
accounts and strategic partnerships with
agencies and brands across its network.
51
£3m
Investment
(VCT 13 participation £1.8m)
SECTOR
Marketing technology
LOCATION
Europe
ESTABLISHED
2017
EXPANSION
MENA, US and Europe
1
Puma Private Equity is the private equity division
of Puma Investment Management Limited
52 53
CASE STUDY
Brewing to
the next level
Hot Copper
The hospitality sector has been one of the most heavily
losses as a result. Revenues in recent months have improved
socialising once more. However, the short-term outlook
for the sector remains mixed.
challenging, particularly since many left the sector during
2020/21. Recent months have seen improvements in
in Eastern Europe, food, beverage and utility prices are
rising rapidly, and these costs will need to be passed on to
consumers. A recent survey by UKHospitality among 340
businesses across the UK, indicated that prices would need
to rise by an average of 10% this year, to cover the huge
increases in overheads faced by the industry.
the pub and bar market fell by £13.9bn (61%) in 2020, the
market is expected to grow by 51.8% in 2022, reaching
a value of £22.4bn.
consolidation yet, and while various organisations have
stock remains relatively limited.
UKHospitality survey of 340 hospitality businesses representing 8,200 venues, February 2022.
Lumina Intelligence UK Pubs & Bars Market Report, September 2021.
£20.2m
Investment
(VCT 13 participation £0.85m)
SECTOR
Hospitality
LOCATION
London
ESTABLISHED
2012
EXPANSION
Nationwide
%%
54
REVENUE GROWTH
2020/21
As the sector continues to see increases
in footfall and overall per head spend,
management are focused on managing
The Hot Copper Pub Company merged with two
Brewhouse and Kitchen franchisee companies, which
were backed by Puma managed funds, in December
2020. Brewhouse & Kitchen is the largest brewpub brand
in the UK, distinctive for brewing their own unique craft
beers onsite and running a participatory experience with
beer tasting and brewing masterclasses.
Puma Funds invested £20.2 million to provide growth
capital for the build out of the overall Brewhouse &
Kitchen branded estate.
Puma VCT 13 plc Annual Report and Accounts 2022
55
improve its sustainability and environmental impact
and is on a journey of continuous improvement.
It has made real inroads into reductions in energy
usage including the launch of MinuteView – an
Energy Performance Portal - for immediate real time
tracking of energy use data within the business and
they have recycled more than 66,000 litres of oil.
during the last 12 months. They are installing high
power and low energy consumption grills across the
entire state. The expectation is that this will deliver
an 8.59% savings in gas consumption and an 18
month return on capital employed.
OUR INVESTMENT VIEW
management team has been
key to navigating the challenges
arising from the pandemic. We
have enjoyed working with the
management team to shape the
business into a stronger position
as it comes out of the pandemic.”
Kelvin Reader
Investment Manager, Puma Private Equity
HOT COPPER’S VIEW
We’ve worked with the team at Puma
as co-investors and franchise
and centre in the facilitation and rapid
supportive and collaborative
relationship and we look forward to
continuing to build our business
alongside Puma as we progress.”
Kris Gumbrell
Founder CEO
Unlike others, the company owns the freehold on a
number of its sites, so the overall value of the organisation
is underpinned by assets. The management team is highly
experienced, and despite the challenges of Covid 19,
they were successful in managing their cash resources
up 2.5% compared to the same period pre-pandemic
which is impressive given the number of localised
shortages throughout the period.
Hot Copper is well capitalised to navigate a demanding
trading environment, and the current focus is on
managing rising utility and supplier prices to ensure
any price rises are as low as possible.
Jody Bennett commenced in November 2021, as Head
of People with considerable experience and most
recently covered a similar role in the hospitality sector
with The Liberation Group.
UK best pub employer, UK Publican Awards 2021/22.
To manage the Company’s liquidity, a portion
of the Company’s funds are invested in a diverse
portfolio of listed equities.
This portfolio is managed by the Investment Manager’s Listed
Equities Team, which is run by Dr Stuart Rollason. Dr Rollason is
a highly experienced small and mid-cap Fund Manager with over
20 years in the industry. His most recent experience prior to
joining the Investment Manager was with Kestrel Partners LLP.
Prior to that, he managed a UK smaller company investment
trust at Bluehone and £230m of UK smaller company pension
assets at ISIS Asset Management. He was formerly an
Extel-rated Research Analyst in Medical Technology and
Biotech at Beeson Gregory, Panmure Gordon and Nomura,
and began his career as a medical doctor practising in the
NHS, before moving into research at Oxford University.
The Company’s listed equity portfolio is focussed on UK centric
stocks which are listed on the main board of the London Stock
Exchange. The Company’s portfolio experienced recovery of the
material falls owing to the pandemic during the period, the tail
end of the period saw a rise in uncertainty due to geopolitical and
macroeconomic factors which resulted in a slowdown in the
portfolios gains, largely in line with the markets. From a position at
the beginning of the year where the Company held £1.36 million
of listed equities, by the year end this holding had increased to
£1.53 million after £31k of disposals, £39k of acquisitions and
£166k of gains (some realised, some not realised).
Puma Investment Management Limited
23 May 2022
54
1
Puma Private Equity is the private equity division
of Puma Investment Management Limited
Puma VCT 13 plc Annual Report and Accounts 2022Puma VCT 13 plc Annual Report and Accounts 2022
56 57
Dymag Group Limited
Cost (£'000) 2,263
Ordinary shares 2,263
Debt -
Valuation method Price of recent investment
Valuation (£'000) 1,775
Multiple of Investment Cost 0.78x
Income received by the Company from this holding in the year (£’000) -
Audited accounts for the period ended 3 January 2021
Turnover (£’000) Not disclosed
Not disclosed
Net liabilities (£’000) 1,031
Proportion of equity held 20%
Proportion of voting rights held 15%
Proportion of equity managed by Puma Investment Management Limited^ 80%
Dymag Group Limited is a British, elite motorbike and car wheel designer and manufacturer. Its wheels are steeped in the heritage of
racing and now feature on some of the most expensive motorbikes and cars in the world. The equity held in Dymag Group Limited are E, F,
I, J, L and M Ordinary Shares. Only E, I and L shares attract full voting rights.
MySafeDrive Limited
Cost (£'000) 1,963
Ordinary shares 982
Debt 981
Valuation method Price of recent investment
Valuation (£'000) 2,839
Multiple of Investment Cost 1.45x
Income received by the Company from this holding in the year (£’000) -
Audited accounts for the period ended 31 January 2021
Turnover (€'000) Not disclosed
Not disclosed
Net Assets (€'000) 4,160
Proportion of equity held 29%
Proportion of voting rights held 5%
Proportion of equity managed by Puma Investment Management Limited^ 75%
MySafeDrive Limited
Only B shares attract full voting rights.
AS AT 28 FEBRUARY 2022
Valuation
£’000
Cost
£’000
Gain/(loss)
£’000
Valuation as
a % of Net
Assets
Qualifying Investment - Unquoted
Ostmodern (ABW Group Limited) 509 500 9 1%
Connectr Limited 8,973 5,016 3,957 17%
Deazy Limited 2,900 2,900 - 6%
Dymag Group Limited 1,775 2,263 (488) 3%
Everpress Limited 1,514 1,514 (0) 3%
Hot Copper Pub Company Limited 269 847 (578) 1%
8,867 1,800 7,067 17%
Le Col Holdings Limited 5,047 2,528 2,519 10%
CameraMatics (MySafeDrive Limited) 2,839 1,963 876 5%
1,166 812 354 2%
Open House London Limited 2,292 1,800 492 4%
TicTrac Limited 3,548 1,850 1,698 7%
Total Qualifying Investments
39,699 23,793 15,906 76%
Liquidity Management
Barclays Plc 118 116 2 0.2%
Chemring Group Plc 105 70 35 0.3%
Diageo Plc 121 89 32 0.3%
Discoverie Group Plc 127 63 64 0.3%
Dixons Carphone Plc 63 109 (46) 0.2%
Headlam Group Plc 103 121 (18) 0.2%
ITV Group Plc 83 82 1 0.2%
Jackson Financial Inc 6 - 6 0.1%
Legal & General Group Plc 103 96 7 0.2%
Lloyds Banking Group Plc 121 74 47 0.3%
Provident Financial Plc 58 119 (61) 0.2%
Prudential Plc 86 133 (47) 0.2%
85 94 (9) 0.2%
Royal Dutch Shell Plc 99 124 (25) 0.2%
Volution Group Plc 177 88 89 1.0%
WPP Plc 74 67 7 0.2%
Total Liquidity Management investments
1,529 1,445 83 3%
Total Investments
41,228 25,238 15,989 79%
Balance of Portfolio
11,125 11,125 21%
Net Assets 52,353 36,364 15,989
100%
Of the investments held at 28 February 2022, all are incorporated in England and Wales, except MySafeDrive Limited which was
incorporated in Ireland.
Puma VCT 13 plc Annual Report and Accounts 2022Puma VCT 13 plc Annual Report and Accounts 2022
58 59
Open House London Limited
Cost (£'000) 1,800
Ordinary shares 1,800
Debt -
Valuation method Multiples
Valuation (£'000) 2,292
Multiple of Investment Cost 1.27x
Income received by the Company from this holding in the year (£’000) -
Audited accounts for the period ended 31 December 2020
Turnover (£’000) Not disclosed
Not disclosed
Net Assets (£’000) 662
Proportion of equity held 35%
Proportion of voting rights held 9%
Proportion of equity managed by Puma Investment Management Limited^ 99%
Open House London Limited
(The Lighterman), Wood Green (The Boradcaster) and Fitzrovia (Percy & Founders). (Percy & Founders). The equity held in Open House
London Limited are C and D Ordinary Shares. C and D Ordinary Shares in aggregate command 26.25% of the total voting rights.
Hot Copper Pub Company Limited
Cost (£'000) 847
Ordinary shares 847
Debt -
Valuation method Multiples
Valuation (£'000) 269
Multiple of Investment Cost 0.32x
Income received by the Company from this holding in the year (£’000) -
Audited accounts for the year ended 26 Spetmeber 2020
Turnover (£’000) Not disclosed
Not disclosed
Net Assets (£’000) 6,232
Proportion of equity and voting rights held 5%
Proportion of equity managed by Puma Investment Management Limited^ 98%
Hot Copper Pub Company Limited owns and operates leasehold and freehold pubs in the UK. The equity held in Hot Copper Pub
Company Limited is A ordinary shares which attract full voting rights
Le Col Holdings Limited
Cost (£'000) 2,528
Ordinary shares 1,028
Debt 1,500
Valuation method Multiples
Valuation (£'000) 5,047
Multiple of Investment Cost 2.00x
Income received by the Company from this holding in the year (£’000) -
Unaudited accounts for the year ended 27 December 2020
Turnover (£’000) Not disclosed
Not disclosed
Net Assets (£’000) 2,107
Proportion of equity held 9%
Proportion of voting rights held 8%
Proportion of equity managed by Puma Investment Management Limited^ 41%
Le Col Holdings Limited is a leading British cycling brand founded by ex-professional cyclist Yanto Barker in 2011. The company
brings high-performance cycling kit to consumers with a quality formerly reserved for professionals. The equity held in Le Col
Holdings Limited is E and G Ordinary Shares. Only E shares attract full voting rights.
MyKindaCrowd Limited
Cost (£'000) 5,016
Ordinary shares 5,016
Debt -
Valuation method Price of recent investment
Valuation (£'000) 8,973
Multiple of Investment Cost 1.79x
Income received by the Company from this holding in the year (£’000) -
Audited accounts for the year ended 31 January 2021
Turnover (£’000) Not disclosed
Not disclosed
Net Assets (£’000) 1,061
Proportion of equity held 52%
Proportion of voting rights held 23%
Proportion of equity managed by Puma Investment Management Limited^ 99%
MyKindaCrowd Limited (trading as Connectr) is a digital platform working with large corporates to improve engagement of
potential graduates and apprentices. The platform works with companies such as Deloitte and Cisco to help them recruit young
people from a wider range of social backgrounds than their traditional channels. The equity held in MyKindaCrowd Limited is
A and B Ordinary Shares. Only A shares attract full voting rights.
ABW Group Limited
Cost (£'000) 500
Ordinary shares 500
Debt -
Valuation method Multiples
Valuation (£'000) 509
Multiple of Investment Cost 1.02x
Income received by the Company from this holding in the year (£’000) -
Audited accounts for the year ended 30 June 2021
Turnover (£’000) Not disclosed
Not disclosed
Net Assets (£’000) 1,855
Proportion of equity held 16%
Proportion of voting rights held 5%
Proportion of equity managed by Puma Investment Management Limited^ 63%
ABW Group Limited (trading as Ostmodern) has been at the forefront of innovation in digital product development for over 10 years,
creating video platforms for some of the world’s leading media, broadcast and sport brands. The equity held in the company is A and B
Ordinary Shares. Only A shares attract full voting rights.
continued
Puma VCT 13 plc Annual Report and Accounts 2022Puma VCT 13 plc Annual Report and Accounts 2022
60 61
Tictrac Limited
Cost (£'000) 1,850
Ordinary shares 1,850
Debt -
Valuation method Estimated exit proceeds
Valuation (£'000) 3,548
Multiple of Investment Cost 1.92x
Income received by the Company from this holding in the year (£’000) -
Unaudited accounts for the year ended 31 December 2021
Turnover (£’000) Not disclosed
Not disclosed
Net Assets (£’000) 1,521
Proportion of equity held 13%
Proportion of voting rights held 8%
Proportion of equity managed by Puma Investment Management Limited^ 36%
Tictrac Limited
The app integrates data from wearable technology, delivering it to end users in a digestible format to drive up levels of engagement and
increase customer loyalty. The equity held in the company is A and B shares. Only A shares attract full voting rights.
Cost (£'000) 1,800
Ordinary shares 1,800
Debt -
Valuation method Multiples
Valuation (£'000) 8,867
Multiple of Investment Cost 4.93x
Income received by the Company from this holding in the year (£’000) -
Unaudited accounts for the year ended 31 March 2021
Turnover (£’000) Not disclosed
Not disclosed
Net Assets (£’000) 1,411
Proportion of equity held 40%
Proportion of voting rights held 17%
Proportion of equity managed by Puma Investment Management Limited^ 67%
D Ordinary Shares. Only C shares attract full voting rights.
Deazy Limited
Cost (£'000) 2,900
Ordinary shares 2,900
Debt -
Valuation method Cost
Valuation (£'000) 2,900
Multiple of Investment Cost 1.00x
Income received by the Company from this holding in the year (£’000) -
Unaudited accounts for the year ended 31 December 2021
Turnover (£’000) Not disclosed
Not disclosed
Net Assets (£’000) 5,333
Proportion of equity and voting rights held 13%
Proportion of equity managed by Puma Investment Management Limited^ 22%
Deazy Limited is a B2B marketplace connecting customers to software development teams. The Company uses technology,
through the Deazy digital platform, to add value to both sides of the marketplace. The equity held in Deazy Limited is A Preference Shares.
The A Preference Shares attract full voting rights.
NQOCD Consulting Limited
Cost (£'000) 812
Ordinary shares 812
Debt -
Valuation method Price of recent investment
Valuation (£'000) 1,166
Multiple of Investment Cost 1.43x
Income received by the Company from this holding in the year (£’000) -
Unaudited accounts for the year ended 31 December 2021
Turnover (€'000) Not disclosed
Not disclosed
Net Assets (€'000) 6,996
Proportion of equity and voting rights held 6%
Proportion of equity managed by Puma Investment Management Limited^ 100%
NQOCD Consulting Limited
The equity held in NQOCD Consulting Limited is A and B shares. Only A shares attract full voting rights.
continued
Everpress Limited
Cost (£'000) 1,514
Ordinary shares 1,514
Debt -
Valuation method Cost
Valuation (£'000) 1,514
Multiple of Investment Cost 1.00x
Income received by the Company from this holding in the year (£’000) -
Unaudited accounts for the year ended 31 December 2021
Turnover (£’000) Not disclosed
Not disclosed
Net Assets (£’000) 458
Proportion of equity and voting rights held 6%
Proportion of equity managed by Puma Investment Management Limited^ 13%
Everpress Limited is an online platform that enables creatives, illustrators and artists (“creators”) to design and sell clothing
to their audience. Its global fashion marketplace connects consumers to unique and sustainable products from independent
designers. The equity held in Everpress Limited is A Ordinary Shares. The A shares attract full voting rights.
Puma VCT 13 plc Annual Report and Accounts 2022Puma VCT 13 plc Annual Report and Accounts 2022
62 63
(NON-EXECUTIVE CHAIRMAN)
David is a Chartered Accountant and has
of corporate turnaround. He was a partner
at Arthur Andersen prior to becoming
a founding partner of Buchler Phillips,
and restructuring specialists, which was
acquired by the Kroll Inc. Company in 1999,
Until 2003, he was Chairman of Kroll for
Europe and Africa.
He is a former President of R3, the
association of business recovery and
turnaround professionals, as well as a
member of the Institute for Turnaround,
Trustee of Syracuse University, former
Vice-Chairman of Tottenham Hotspur
Football Club and former Deputy
Chairman of the English National Opera.
He is currently chairman of Volvere plc and
has been a director of a number of other
public companies, including a VCT.
Stephen is a UK institutional fund
manager by background, including
the founder and managing director of
Rutherford Asset Management Limited
where he created a number of highly
successful smaller company investment
vehicles, including Herald Investment
Trust and Beacon Investment Trust.
In 1997 he sold Rutherford Asset
Management Limited to Close Brothers
Group and joined Close Investment
Limited as managing director, where
he was responsible for launching Close
Brothers AIM VCT.
He is a director of Octopus AIM VCT plc,
PfP Capital plc and Daxia Limited. He is
a former chairman of Conduit PR Limited,
PLUS Markets Group plc. and of
Businessagent.com.
Graham was previously a management
consultancy partner of Touche Ross
(now Deloitte), having begun his career
as a Government economist. At Touche
Ross he undertook strategic and
economic assignments for a wide range
of clients including appraisals of venture
capital opportunities. In 1990 he joined
the Shore Capital Group as managing
director and has been involved in
managing the Puma VCTs and other
venture capital funds managed by the
Shore Capital Group, including evaluating
new deals for the funds and representing
the funds with investee companies.
Graham has been involved with AIM since
and investor and with private equity for
more than 25 years. He is a director of
other Puma VCTs.
The Directors present their Strategic Report of
the Company for the year ended 28 February 2022.
The purpose of the report is to inform members
of the company and help them assess how the
directors have performed their duty to promote
the success of the company.
The Company was incorporated on 15 September 2016. The
principal activity of the Company is the making of investments in
qualifying and non-qualifying holdings of shares or securities. The
Company is an investment company within the meaning of Section
833 of the Companies Act 2006. The Company has been granted
provisional approval by the Inland Revenue under Section 274 of the
Income Tax Act 2007 as a Venture Capital Trust. The Directors have
manner as to comply with Section 274 of the Income Tax Act 2007.
The Company’s ordinary shares of 0.0005p each have been listed
The Company operates as a VCT to enable its shareholders to
free distributions to shareholders by way of dividends paid out of
income received from investments and capital gains received
following successful realisations. The Company’s strategy is set
out in the Investment Policy set out below.
Puma VCT 13 plc seeks to achieve its overall investment objective
(of proactively managing the assets of the fund with an emphasis
on realising gains in the medium term) to maximise distributions
from capital gains and income generated from the Company’s
assets. It intends to do so whilst maintaining its qualifying status as
The Company may invest in a mix of qualifying and non-qualifying
assets. The qualifying investments may be quoted on AIM or a
similar market or be unquoted companies. The Company may
a secondary issue. The Company has the ability to structure deals
to invest in private companies with an asset-backed focus to
reduce potential capital loss. The Company had to have in excess
for VCT purposes by 28 February 2022.
The portfolio of non-qualifying investments will be managed with the
intention of generating a positive return. Subject to the Board and
Investment Manager’s view from time to time of desirable asset
allocation, it will comprise quoted and unquoted investments (direct or
indirect) in cash or cash equivalents, secured loans, bonds, equities,
vehicles investing in property and funds of funds or on cash deposit.
A full text of the Company’s investment policy can be found within
the Company’s prospectus at www.pumainvestments.co.uk.
The Board have carried out a robust assessment of the
Company’s emerging and principal risks, including those that
might threaten the Company’s business model, future
performance, solvency or liquidity and reputation. The Board
receives regular reports from the Investment Manager and uses
this information along with their own knowledge and experience
to identify any emerging risks, so that appropriate procedures
can be put in place to manage or mitigate such risks.
The principal risks facing the Company relate to its investment
risk, credit risk and liquidity risk. An explanation of these risks
and how they are managed is contained in note 14 to the
are listed below.
Market Conditions
There is a risk that the ongoing pandemic, together with the
recent geo-political and economic events, can have an impact
the prospects of certain of the Company’s investments. The
Investment Manager maintains close contact with all investee
companies to endeavour to mitigate the risk as far as possible.
Further details of the investments are set out in the Investment
Manager’s Report from pages 6 to 54.
Investment Risk
Inappropriate stock selection leading to underperformance in
absolute and relative terms is a risk which the Investment Manager
and the Board mitigate by reviewing performance throughout
the year and formally at Board meetings. There is also a regular
review by the Board of the investment mandate and long-term
investment strategy and monitoring of whether the Company
should change its investment strategy.
Regulatory Risk
The Company operates in a complex regulatory environment
and faces a number of related risks. A breach of s274 of the Income
Tax Act 2007 could result in the Company being subject to capital
gains on the sale of investments. A breach of the VCT Regulations
could result in the loss of VCT status and consequent loss of tax
relief currently available to shareholders. Serious breach of other
regulations, such as the UKLA Listing Rules and the Companies
Act 2006 could lead to suspension from the Stock Exchange.
The Board receives quarterly reports in order to monitor
compliance with regulations.
In addition, to the principal risks explained above, the principal
changes to the VCT regulations. The Board continue to monitor
this and will take appropriate action if required.
Puma VCT 13 plc Annual Report and Accounts 2022Puma VCT 13 plc Annual Report and Accounts 2022
64 65
The Company’s investment policy allows for a large proportion of
the Company’s assets to be held in unquoted investments. These
investments are not publicly traded so there is not a liquid market
The Company manages its investment risk within the restrictions of
• the active monitoring of its investments by the Investment
Manager and the Board;
• seeking Board representation associated with each investment,
if possible;
• seeking to hold larger investment stakes by co-investing with
other companies managed by the Investment Manager;
•
• ensuring a spread of investments is achieved.
The Company’s business review and future developments are set
out in the Chairman’s Statement, the Investment Manager’s
Report and Investment Portfolio Summary on pages 6 and 56.
At each board meeting, the Directors consider a number of
performance measures to assess the Company’s success in
meeting its objectives. The Board believes the Company’s key
performance indicators are movement in NAV per ordinary
share and Total Return per ordinary share. The Board considers
indicators. In addition, the Board considers the Company’s
compliance with the Venture Capital Trust Regulations to ensure
that it will maintain its VCT status. An analysis of the Company’s
key performance indicators and the performance of the
Chairman’s Statement, the Investment Manager’s Report and
the Investment Portfolio Summary on pages 6 and 56.
The Directors have conducted a robust assessment of the principal
risks facing the Company including those that would threaten its
business model, future performance, solvency or liquidity. This is
summarised above. The Directors have assessed the prospects of
the Company for the three-year period from the balance sheet
date. This is a period for which developments are considered to be
reasonably foreseeable. This review included consideration of
economic outlook, including the ongoing impact of Covid-19.
Based on this review and the fact that the Company’s listed shares
are held for liquidity purposes and will be sold as and when required,
the Directors have concluded that there is a reasonable expectation
that they will have access to adequate cash resources to enable
the Company to continue in operation and meet its liabilities as they
fall due over the three-year period to 28 February 2025.
Section 172 of the Companies Act requires directors of a company
to act in the way they consider, in good faith, would be most likely
members as a whole, and in doing so have regard (amongst other
a) the likely consequences of any decision in the long term,
b) the interests of the company’s employees,
c) the need to foster the company’s business relationships
with suppliers, customers and others,
d) the impact of the company’s operations on the community
and the environment,
e) the desirability of the company maintaining a reputation for
high standards of business conduct, and
f) the need to act fairly as between members of the company.
This section of the Strategic Report also sets out the disclosures
required in respect how the company engages with suppliers,
customers and others in a business relationship with the company.
The company does not have any employees and delegates day
to day operations to service providers. The Board’s principal
concern is to focus on the needs and priorities of its shareholders as
well as considering the wider community including the company’s
service providers and its investee companies (as disclosed in the
Investment Manager’s Report on pages 6. The Board consider that
the company’s shareholders are its customers and its suppliers are
the service providers.
The Annual Report as a whole sets out how the Board promotes
The Board is focused on high standards of business conduct and
recognises the need to act fairly between shareholders.
The Board engages with the investment manager at every board
meeting to ensure that there is a close and constructive working
relationship and a good understanding of the investee companies.
The company also engages regularly with its other service
providers. The Board ensures that the interests of current and
potential stakeholders and the impact of the company’s
investments on the wider community and the environment are
taken into account when decisions are made.
David Buchler
Chairman
23 May 2022
The Directors present their annual report and the
the year ended 28 February 2022. The Company’s
Registered Number is 10376236.
The Company has, in accordance with S.414C of
the Companies Act, set out in the Strategic Report,
future developments and the engagement with
suppliers, customers and others in a business
relationship with the company that would otherwise
be set out in the Directors’ Report.
The Directors will not propose a resolution at the Annual
the year). It is the aim of the Directors to maximise tax free
distributions to shareholders by way of dividends paid out of
income received from investments and capital gains received
following successful realisations.
Details of material post balance sheet events are set out in
The issued share capital of the Company is detailed in note 12
authority to repurchase ordinary shares are disclosed in the
Corporate Governance Statement on page 69.
DIRECTORS
interests in the issued ordinary shares of the Company at 28
0.0005p ordinary shares
28 February
2022
28 February
2021
David Buchler (Chairman) 20,200 20,200
Graham Shore 51,000 51,000
Stephen Hazell-Smith 20,200 20,200
No options over the share capital of the Company have been
granted to the Directors. There have been no changes in the
holdings of the Directors since the year end.
The Company has delegated the investment management
of the portfolio to Puma Investment Management Limited
(Puma Investments). The principal terms of the Company’s
management agreement with Puma Investments are set out in
the Company are subject to a cap of 3.5% of the Company’s net
asset asat the end of the previous accounting period.
The Company has delegated company secretarial and other
accounting and administrative support to PI Administration Services
Limited for an aggregate annual fee of 0.35% of the NAV of the Fund
at each quarter end, payable quarterly in arrears.
As approved at the General Meeting in the year, performance
fee arrangements for Puma Investments and members of
the investment management team have been amended. The
performance incentive fee payable in relation to each accounting
period (as determined from the audited annual accounts for that
period) is now subject to the Performance Value per share being at
least 110p at the end of the relevant period. Performance Value per
Share is calculated as the total of the net asset value, the
performance incentive fees previously paid or accrued by the
Company for all previous accounting periods and the cumulative
amount of dividends paid by the Company before the relevant
accounting reference date, with the aggregate amount of these
divided by the number of Ordinary Shares in issue in the Company
on the relevant date (excluding the Performance Incentive Shares).
The amount of the performance incentive fee will be equal to 20%
of the amount by which the Performance Value per Share at the
end of an accounting period exceeds the High Water Mark (being
the higher of 110p and the highest Performance Value per Share
at the end of any previous accounting period), multiplied by the
number of relevant Ordinary Shares in issue at the end of the
relevant period (excluding any Performance Incentive Shares).
That amount will be allocated, at the discretion of the Investment
Manager, between the Investment Manager itself and the
Management Team. Under the previous performance incentive
arrangement 3,895,834 Ordinary Shares (as set out in note 11 to
members of the investment management team (“Performance
Incentive Shares”). Under the terms of the incentive arrangement,
all rights to dividends will be waived except, amounts payable
under the new performance incentive fee will, where possible, be
paid as a dividend through these Performance Incentive Shares.
Details of the performance fee accrued for the year is set out in
It is the Directors’ opinion that the continued appointment of the
Investment Manager, Puma Investments, on the terms agreed is in the
best interest of the shareholders as a whole. The Investment Manager
is part of the Shore Capital Group which has a proven track record in
VCT management and has a strong network within the industry.
continued
Puma VCT 13 plc Annual Report and Accounts 2022Puma VCT 13 plc Annual Report and Accounts 2022
66 67
The Company’s corporate governance statement is set on pages
69 to 71 and forms part of the Directors’ Report.
The Company has no physical assets, operations, premises or
employees of its own. Consequently it consumed less than 40,000
kWh of energy during the year so has no greenhouse gas emissions
to report from its operations, nor does it have responsibility for any
other emissions producing sources under the Companies Act
2006 (Strategic Report and Directors’ Report) Regulations 2013.
The Board receive regular reports from Puma Investments, and in
accordance with the guidance issued by the Financial Reporting
Council, the Directors have considered a period of twelve months
from the date of this report for the purposes of determining the
Company’s going concern status. As part of this assessment, they
have taken into consideration any ongoing impact of the
pandemic, together with the geo-political climate and believe that
On this basis, the Directors believe that it is appropriate to continue
statements. This is appropriate as the Company’s listed shares are
held for liquidity purposes and will be sold as and when required to
ensure the Company has adequate cash reserves to meet the
Company’s running costs.
instruments are market price risk, credit risk, liquidity risk and
interest rate risk. The Board reviews and agrees policies for
managing each of these risks and these are summarised in note 14
control the investment risk in its portfolio.
As at 28 February 2022 and as at the date of this report, the
previously represented 3% or more of the issued share capital of the
Company have now dropped below that threshold.
Number
of shares
Percentage
of voting rights
At 28 Feb
2022
At 28 Feb
2021
At 28 Feb
2022
At 28 Feb
2021
Shore Capital
Group
Investments
Limited
1,383,021 1,383,021 <3% 6%
The above shareholding is held under the management
performance incentive agreement explained in note 11 to the
DIRECTORS
Qualifying third party indemnity provision was in place forthe
The Directors appointed that MHA MacIntyre Hudson as auditor
in this accounting period in accordance with the provisions of
the Companies Act 2006, s489. MHA MacIntyre Hudson has
that, as far as they are each aware, there is no relevant audit
information of which the auditor is unaware. Each of the Directors
to have taken as Directors in order to make themselves aware of
any relevant audit information and to establish that it has been
communicated to the auditor.
The Annual General Meeting of the Company will be held at
Cassini House, 57 St James’s Street, London SW1A 1LD on
7 July 2022 at 11am. Notice of the Annual General Meeting
and Form of Proxy are inserted within this document.
continued
The Directors are responsible for preparing the Strategic Report,
the Directors’ Report, the Directors’ Remuneration Report,
lawand regulations.
Kingdom Generally Accepted Accounting Practice (United Kingdom
Accounting Standards, comprising FRS 102 “The Financial Reporting
Standard applicable in the UK and Republic of Ireland”, and applicable
law). Under company law, the Directors must not approve the
a) select suitable accounting policies and then apply them
consistently;
b) make judgements and accounting estimates that are
reasonable and prudent;
c) state whether applicable UK Accounting Standards (comprising
FRS 102 “The Financial Reporting Standard applicable in the UK
and Republic of Ireland”, and applicable law). have been followed,
subject to any material departures disclosed and explained in
d)
unless it is inappropriate to presume that the company will
continue in business.
The Directors are responsible for keeping adequate accounting
transactions and disclose with reasonable accuracy at any time the
comply with the Companies Act 2006. They are also responsible
for safeguarding the assets of the Company and hence for taking
reasonable steps for the prevention and detection of fraud and
other irregularities.
Each of the Directors, whose names and functions are listed
Kingdom Generally Accepted Accounting Practice (United
Kingdom Accounting Standards, comprising FRS 102 “The
Financial Reporting Standard applicable in the UK and Republic
of Ireland” , and applicable law), give a true and fair view of the
Company; and
b) the Chairman’s Statement, Investment Manager’s Report,
the Strategic Report and Directors’ Report contained in the
Annual Report include a fair review of the development and
performance of the business and the position of the Company
together witha description of the principal risks and
uncertainties that it faces.
The Directors consider that the annual report and accounts,
taken as a whole, is fair, balanced and understandable and
provides the information necessary for shareholders to assess
the Company’s position and performance, business model and
strategy.
The Directors are responsible for the maintenance and integrity
www.pumainvestments.co.uk, a website maintained by the
Investment Manager.
Legislation in the United Kingdom regulating the preparation and
legislation in other jurisdictions.
On behalf of the Board
David Buchler
Chairman
23 May 2022
Puma VCT 13 plc Annual Report and Accounts 2022Puma VCT 13 plc Annual Report and Accounts 2022
68 69
This report is prepared in accordance with Schedule
420-422 of the Companies Act 2006. A resolution to
approve this report will be put to the members at the
Annual General Meeting to be held on 7 July 2022.
The Board as a whole considers Directors’ remuneration and,
as such, a Remuneration Committee has not been established.
The Board’s policy is that the remuneration of non-executive
to enable candidates of high calibre to be recruited. Directors’
fees payable during the year totalled £61,000 (excluding VAT)
On 13 September 2017 the Directors were appointed for a period
of twelve months after which either party must give three calendar
months’ notice to end the contract.
The Directors are all non-executive and received emoluments as
Audited
year ended
2022
£
Audited
period ended
2021
£
David Buchler (Chairman)
25,000 25,000
Stephen Hazell-Smith 18,000 18,000
Graham Shore 18,000 18,000
61,000 61,000
These are the total emoluments. There are no pension
contributions or share options. There is no requirement for the
directors to hold shares in the Company. Directors’ share interests
are disclosed in the Directors’ Report on page 65 (audited).
Brief biographical notes on the Directors are given on page 62.
The remuneration levels for the forthcoming year are expected
to be at the annual levels shown in the table above. The Directors
shall be paid by the Company all travelling, hotel and other expenses
they may incur in attending meetings of the Directors or general
meetings or otherwise in connection with the discharge of their
duties. The remuneration to be paid is as per the prospectus.
Company in respect of the Directors.
Resolutions to approve the Directors’ Remuneration Policy and the
Directors’ Remuneration Report were approved by shareholders at
Directors’
Remuneration
Policy
Directors’
Remuneration
Report
For 89.8% 89.8%
Against 10.2% 10.2%
Number of votes withheld
- -
The following chart represents the Company’s performance from
inception to 28 February 2022 and compares the rebased Net Asset
Value to a rebased FTSE AIM All-Share Index. This index is considered
to be the most appropriate equity market against which investors
can measure the relative performance of the Company. This has
been rebased to 100 at 2 July 2018, the listing date for the Company.
AIM All Share total return basis, rebased to 100
Historic NAV of VCT (including dividends) rebased to 100
Historic NAV of VCT (including dividends and tax relief) rebased to 130
180
170
160
150
140
130
120
110
100
90
80
70
60
50
30/06/2018
31/08/2018
31/10/2018
31/12/2018
31/10/2019
31/12/2019
29/02/2020
30/04/2020
28/02/2021
30/04/2021
30/06/2021
31/08/2021
28/02/2019
30/04/2019
30/06/2019
31/08/2019
30/06/2020
31/08/2020
31/10/2020
31/12/2020
31/10/2021
31/12/2021
28/02/2022
On behalf of the Board
David Buchler
Chairman
23 May 2022
The Directors support the relevant principles of the
UK Corporate Governance Code issued in July 2018
(“the Code”) and published on the Financial Reporting
Council’s website (www.frc.org.uk), being the principles
of good governance and the code of best practice.
Due to the VCT being an externally managed, some
areas of the Code have not been complied with.
These are set out in the Compliance Statement below.
The Company has a Board comprising three non-executive
except for Graham Shore as a result of his holding an interest in
the parent of the Investment Manager. The Board considers that
proper judgement within the meaning of the Code. The Board
has appointed David Buchler as the senior independent Director
and he is also the Chairman. Biographical details of all Board
members are shown on page 62.
In accordance with the recommendations of the Code, all the
Directors will retire at the forthcoming Annual General Meeting
believe that all the Directors have made valuable contributions
during the year and remain committed to the role. The Board
therefore recommends that shareholders re-elect David Buchler,
Stephen Hazell-Smith and Graham Shore as directors at the
forthcoming Annual General Meeting.
Full Board meetings take place quarterly and additional meetings
• considering recommendations from the Investment Manager;
• making all decisions concerning the acquisition or disposal of
qualifying investments; and
• reviewing, annually, the terms of engagement of all third-party
advisers (including investment managers and administrators).
The attendance of individual Directors at full Board meetings
Scheduled Board meetings
David Buchler 4/4
Graham Shore 4/4
Stephen Hazell-Smith
4/4
The Board has also established procedures whereby Directors
wishing to do so in the furtherance of their duties may take
independent professional advice at the Company’s expense.
All Directors have access to the advice and services of the
Company Secretary. The Company Secretary provides the Board
with full information on the Company’s assets and liabilities and
other relevant information requested by the Chairman, in advance
of each Board meeting.
The Board has not established a nominations committee or
remuneration committee as they consider the Board to be small
and comprises wholly of non-executive Directors. Appointments
of new Directors and Directors’ remuneration are dealt with by the
full Board. The remuneration for 2022/23 for the Board will be as
per the prospectus.
The Board reviewed Directors’ remuneration during the year.
are set out in the Directors’ Remuneration Report on page 68,
and this is subject to shareholder approval.
There had been no changes to the composition of the Board
since the date of issue of the prospectus and there are no
planned changes. As a result, the Company does not have
plans in place for orderly succession to the Board and has not
established a diversity policy for new appointments in relation
to the composition of the Board.
The Audit Committee comprises the two independent non-
executive directors. It is chaired by David Buchler and meets
annually with the external Auditor prior to approval of the
Committee meetings during the year which were attended by
both independent non-executive directors. The Audit
Committee monitors the external Auditor’s independence, the
the external Auditor’s independence.
The Audit Committee considered the need for an internal audit
function and concluded that this function would not be an
appropriate control for a Venture Capital Trust. The Audit
disclosure of the unquoted investments. The Audit Committee
This year, the Audit Committee undertook a competitive audit
tender process as required for all Public Interest Entities who have
had exceeded the tenure with an auditor for 10 years. Following the
robust process, the Audit Committee and the previous auditors,
RSM UK Audit LLP, mutually agreed it would be appropriate to
move the audit services to MHA MacIntyre Hudson, who were
appointed by the Board on 20 December 2021. We thank the
resigning auditors for their support and advice.
Puma VCT 13 plc Annual Report and Accounts 2022Puma VCT 13 plc Annual Report and Accounts 2022
70 71
being reported by MHA MacIntyre Hudson. The Audit Committee,
after taking into consideration comments from the Investment
audit process, recommend to the Board that MHA MacIntyre
The Audit Committee reviews and agrees the audit strategy paper,
presented by the Auditor in advance of the audit, which sets out
performed, especially in relation to unquoted investments.
the Board considers the quality and content of the Audit Plan
and Report provided to the Committee by the Auditor and the
resultant reporting and discussions on topics raised.
The Audit Committee approve the provision of any non-audit
work prior to it being undertaken. No non-audit fees were
charged during the year.
The Audit Committee Terms of Reference are on the investment
manager’s website at www.pumainvestments.co.uk.
Shareholders have the opportunity to meet representatives of
the Investment Management team and the Board at the AGM.
The Board is also happy to respond to any written queries made
by shareholders, or to meet with shareholders if so requested.
In addition to the formal business of the AGM, representatives
of the Investment Management team and the Board are available
to answer any questions a shareholder may have.
Separate resolutions are proposed at the AGM on each
substantially separate issue. The Registrars collate proxy votes
and the results (together with the proxy forms) are forwarded to
the Company Secretary immediately prior to the AGM. Proxy votes
are announced at the AGM, following each vote on a show of hands,
except in the event of a poll being called. The notice of the next
AGM and proxy form are at the end of this document.
The Directors’ statement of responsibilities for preparing the
accounts is set out in the Directors’ Report on page 65, and
a statement by the Auditor about their reporting responsibilities
is set out in the Auditor’s Report on pages 72 to 76.
The Board is responsible for the Company’s system of internal
controls which have been designed to provide reasonable, but
not absolute, assurance against material misstatement or loss.
The Board is responsible for ensuring that the procedures to be
followed by the advisers and the Directors are in place, and for
a regular basis to ensure that the controls remain relevant and are
if they consider it appropriate to do so.
process throughout the year and up to the date of this report
of the internal control and risk management systems.
As part of this process, an annual review of the internal control and
risk management systems is carried out in accordance with the
Financial Reporting Council guidelines for internal control. There
of the internal control and risk management systems.
Although the Board is ultimately responsible for safeguarding the
assets of the Company, the Board has delegated, through written
agreements, the day-to-day operation of the Company to the
Administration PI Administration Services Limited
Investment Management Puma Investment Management Limited
opportunities and monitors the portfolio of investments and
makes recommendations to the Board in terms of suggested
disposals and further acquisitions. Puma Investment Management
Limited holds a discretionary investment mandate for all
investments, although qualifying investments decisions are all
approved by the Board.
PI Administration Services Limited is engaged to carry out
the accounting function and manages the retention of physical
custody of the documents of title relating to unquoted
investments. Quoted investments are held in CREST.
Internal control systems include production and review of monthly
management accounts. Both the annual and interim report are
VCT’s bank accounts require the authority of two signatories from
Puma Investments, the Investment Manager. The Investment
Manager is subject to internal monitoring as part of the Compliance
Framework.
continued
system. There are no restrictions on the transfer of any fully paid up
share. With respect to voting rights, the ordinary shares rank pari
passu as to rights to attend and vote at any general meeting of the
Company. The Company’s ordinary shareholders do not have
set out in the Company’s prospectus at www.pumainvestments.
co.uk. Rights attaching to the Company’s redeemable preference
Although the Ordinary Shares are traded on the London Stock
Exchange, there is likely to be an illiquid market and in such
Ordinary Shares in the market. In order to try to improve the
liquidity in the Ordinary Shares, the Board may establish a buy
back policy whereby the Company will purchase Ordinary
Shares for cancellation.
The Board has authority to make market purchases of the
Company’s own shares. This authority for up to 4,221,743
of the Company’s issued share capital was granted at the last
Annual General Meeting. A resolution will be put to the next
Annual General Meeting to renew this authority.
The Board has the authority to borrow up to 50% of the amount
received from the issued share capital but there are currently no
plans to take advantage of this authority.
The Listing Rules require the Board to report on compliance with
the Code provisions throughout the accounting year. The UK
Corporate Governance Code includes provisions relating to the
role of the chief executive, executive directors’ remuneration,
senior management and employees and the need for an internal
audit function. The Board considers that these provisions are not
relevant to the Company, as the Company has no executive
directors, employees or internal operations and all of the
Company’s day-to-day management and administrative functions
are outsourced to third parties. As a result, the Company has
therefore not reported further in respect of these provisions.
With the exception of the items outlined below, the Company has
complied throughout the accounting year ended 28 February
2021 with the other provisions set out in the Code. Due to the
special nature of the Company being a VCT, the following
a) Provisions 21 and 22 –Due to the size of the Board, a formal
annual performance evaluation of the Board, its committees
performance issues are dealt with as they arise.
b) Provisions 17, 23, 32 and 33 – Due to the size of the Board and
because there are no executive Directors or senior
management, the Company does not have a nominations
committee or remuneration committee. Since appointment
there have been no changes to the Board of the Directors or
the Directors’ Remuneration. The board does not have plans
in place for orderly succession to the board.
c) Provision 12 –Due to the size of the Board, the role of Chairman
and Senior Independent Director are both performed by David
Buchler. The recommendation in the Code is for the Senior
Independent Director and Chairman to be separate positions
on the Board. The Board believes that David Buchler’s
experience allows him to exercise proper judgement in
distinguishing between the roles.
d) Provision 24 – Due to the size of the Board, the Chairman
of the Company is also the Chairman of the Audit Committee.
The recommendation in the Code is that the Chairman of the
Company should not be a member of the Audit Committee.
The Board believes that David Buchler’s experience allows
him to exercise proper judgement in distinguishing between
the roles.
On behalf of the Board
David Buchler
Chairman
23 May 2022
Puma VCT 13 plc Annual Report and Accounts 2022Puma VCT 13 plc Annual Report and Accounts 2022
72 73
TO THE MEMBERS OF PUMA VCT 13 PLC
• the income statement,
• the balance sheet,
•
•
preparation is the Companies Act 2006 and United Kingdom
Accounting Standards including FRS 102 “The Financial Reporting
Standard applicable in the UK and Republic of Ireland” (United
Kingdom Generally Accepted Accounting Practice).
•
• have been properly prepared in accordance with United
Kingdom Generally Accepted Accounting Practice; and
• have been prepared in accordance with the requirements
of the Companies Act 2006.
We conducted our audit in accordance with International
Standards on Auditing (UK) (ISAs (UK)) and applicable law.
Our responsibilities under those standards are further described
statements section of our report. We are independent of the
Company in accordance with the ethical requirements that
UK, including the FRC’s Ethical Standard as applied to listed
responsibilities in accordance with these requirements.
We believe that the audit evidence we have obtained is
directors’ use of the going concern basis of accounting in the
evaluation of the Directors’ assessment of the Company’s ability to
• evaluating the appropriateness of the Directors’ method of
assessing the going concern assumption in light of current
market volatility and the present uncertainties in economic
recovery created by the ongoing Covid-19 pandemic by
reviewing the information used by the Directors in completing
their assessment;
• challenging Directors’ assumptions and judgements made
in their base case and stress tested forecasts including
consideration of the liquidity of the portfolio;
•
of the Company; and
• corroborating the cash at bank held as at 28 February 2022 and
Our key observation in relation to going concern is that the Company
concern for the foreseeable future.
material uncertainties relating to events or conditions that,
Company’s ability to continue as a going concern for a period of at
authorised for issue.
In relation to the entities reporting on how they have applied the
UK Corporate Governance Code, we have nothing material to add
or draw attention to in relation to the directors’ statement in the
appropriate to adopt the going concern basis of accounting.
Our responsibilities and the responsibilities of the directors with
respect to going concern are described in the relevant sections
of this report.
The Company has been subject to a full scope audit. The Company
is a single entity, subject to local statutory audit, and our audit work
was designed to address the risks of material misstatements
Key audit matters are those matters that, in our professional
assessed risks of material misstatement (whether or not due to
on the overall audit strategy, the allocation of resources in the
statements as a whole, and in forming our opinion thereon, and
we do not provide a separate opinion on these matters.
Valuation of Unquoted Investments
Key audit matter
description
the most material balance in the Financial Statements and are the primary driver of returns to Shareholders
There is a high level of estimation uncertainty involved in determining the unquoted investment valuations.
The Investment Manager’s fee is based on the value of the net assets of the Company. The Investment
Manager’s responsible for preparing the valuation of investments which are reviewed and approved by the
Board. Notwithstanding this review, there is a potential risk of misstatement in the investment valuation.
How the matter
was addressed in
the audit
We responded to this matter by testing the valuation and ownership of the portfolio of investments.
•
• Obtaining an understanding of the Company’s unquoted investments held at the year-end,
including reviewing underlying investment agreements and other relevant documentation;
• Forming an opinion on whether the valuation methodology is appropriate in the circumstances
under the International Private Equity and Venture Capital Valuation (“IPEV”) Guidelines;
• Re-performing the calculation of investments valuations;
• Challenging the assumptions inherent in the valuation of unquoted investments by developing
our own point estimates where alternative assumptions could reasonably be applied and
considered the overall impact of such sensitisations on the portfolio of investments in determining
whether the valuations as a whole are reasonable and unbiased;
• Assessing the impact of the estimation concerning these assumptions;
• Considering the economic environment in which the investment operates to identify factors that
could impact the investment valuation;
•
underlying assumptions of the valuations at 28 February 2022; and
•
unquoted investments.
Key observations Based on the procedures performed, we did not identify and issues relating to the valuation of
investments.
Puma VCT 13 plc Annual Report and Accounts 2022Puma VCT 13 plc Annual Report and Accounts 2022
74 75
Misstatements below these levels will not necessarily be
evaluated as immaterial as we also take account of the nature
statements as a whole. Materiality is used in planning the scope
of our work, executing that work and evaluating the results.
Performance materiality is the application of materiality at the
individual account or balance level, set at an amount to reduce
to an appropriately low level the probability that the aggregate
of uncorrected and undetected misstatements exceeds
Based on our professional judgement, we determined
Overall materiality
Basis for determining
overall materiality
assets)
Rationale for
benchmark applied
Net asset value per share is one of
the Company’s key performance
indicators and is considered to be
one of the principal
considerations for members of
the Company
performance
Performance materiality
Basis for determining
performance materiality
materiality
Reporting of
misstatements to
the Audit Committee
Quantitative misstatements
£10,000) together with any
other misstatements below
that threshold that, in our view,
warranted reporting on qualitative
grounds.
Our audit was scoped by obtaining an understanding of the
Company and its environment, including the Company’s system
of internal control, and assessing the risks of material
risk of management override of internal controls, including
assessing whether there was evidence of bias by the Directors
that may have represented a risk of material misstatement.
The other information comprises the information included in the
report thereon. The directors are responsible for the other
information contained within the annual report. Our opinion on
and, except to the extent otherwise explicitly stated in our report,
we do not express any form of assurance conclusion thereon.
responsibility is to read the other information and, in doing so,
consider whether the other information is materially inconsistent
course of the audit or otherwise appears to be materially misstated.
If we identify such material inconsistencies or apparent material
misstatements, we are required to determine whether this gives rise
If based on the work we have performed, we conclude that there
is a material misstatement of this other information, we are required
to report that fact. We have nothing to report in this regard.
In our opinion, based on the work undertaken in the course
• the information given in the Strategic Report and the Directors’
• the Strategic Report and the Directors’ Report have been
prepared in accordance with applicable legal requirements.
In our opinion, the part of the Directors’ Remuneration Report to
be audited has been properly prepared in accordance with the
Companies Act 2006.
In the light of the knowledge and understanding of the Company
and its environment obtained in the course of the audit, we have
the Directors’ Report.
We have nothing to report in respect of the following matters in
relation to which the Companies Act 2006 requires us to report
• adequate accounting records have not been kept by the
Company, or returns adequate for our audit have not been
received from branches not visited by us; or
•
remuneration report to be audited are not in agreement with
the accounting records and returns; or
•
are not made; or
• we have not received all the information and explanations we
require for our audit.
Misstatements can arise from fraud or error and are considered
material if, individually or in the aggregate, they could reasonably
Irregularities are instances of non-compliance with laws and
appropriate audit evidence regarding compliance with laws and
to perform audit procedures to help identify instances of
non-compliance with other laws and regulations that may have
In relation to fraud, the objectives of our audit are to identify and
evidence regarding the assessed risks of material misstatement
due to fraud through designing and implementing appropriate
responses and to respond appropriately to fraud or suspected
However, it is the primary responsibility of management, with the
oversight of those charged with governance, to ensure that the
entity’s operations are conducted in accordance with the provisions
of laws and regulations and for the prevention and detection of fraud.
In identifying and assessing risks of material misstatement in respect
• Obtained an understanding of the nature of the industry and
sector, including the legal and regulatory framework that the
Company operates in and how the Company is complying with
the legal and regulatory framework;
• Inquired of management, and those charged with governance,
irregularities, including any known actual, suspected or alleged
instances of fraud;
• Enquired of management to identify any instances of known
or suspected instances of fraud;
• Discussed among the engagement team regarding how and
potential indicators of fraud;
• Reviewed minutes of meetings of those charged with governance;
• Discussed matters about non-compliance with laws and
regulations and how fraud might occur including assessment
of the control environment.
TO THE MEMBERS OF PUMA VCT 13 PLC
continued
The Listing Rules require us to review the directors’ statement in
relation to going concern, longer-term viability, and that part of the
Corporate Governance Statement relating to the Company’s
compliance with the provisions of the UK Corporate Governance
Based on the work undertaken as part of our audit, we have
concluded that each of the following elements of the Corporate
• Directors’ statement with regards the appropriateness of
adopting the going concern basis of accounting and any material
• Directors’ explanation as to its assessment of the Company’s
prospects, the period this assessment covers, and why this
period is appropriate set out on page 66;
• Directors’ statement on fair, balanced and understandable set
out on page 67;
•
of the emerging and principal risks set out on page 63;
• The section of the annual report that describes the review of the
set out on page 70; and,
• The section describing the work of the audit committee set
out on page 69.
As explained more fully in the directors’ responsibilities statement
set out on page 67, the directors are responsible for the
they give a true and fair view, and for such internal control as the
directors determine is necessary to enable the preparation of
whether due to fraud or error.
for assessing the Company’s ability to continue as a going concern,
disclosing, as applicable, matters related to going concern and
using the going concern basis of accounting unless the directors
either intend to liquidate the Company or to cease operations, or
have no realistic alternative but to do so.
Our objectives are to obtain reasonable assurance about whether
misstatement, whether due to fraud or error and to issue an
auditor’s report that includes our opinion. Reasonable assurance
is a high level of assurance but is not a guarantee that an audit
conducted in accordance with ISAs (UK) will always detect a
material misstatement when it exists.
Puma VCT 13 plc Annual Report and Accounts 2022Puma VCT 13 plc Annual Report and Accounts 2022
76 77
Legislation /
Regulation
Companies Act
2006 and the
Listing Rules
disclosures and testing to supporting
documentation; and
Completion of disclosure checklists to
identify areas of non-compliance.
VCT Review of annual monitoring report
prepared by PricewaterhouseCoopers LLP,
the Company’s VCT tax adviser, and
subsequent discussions with the tax
adviser.
Risk
Management
override of
controls
Testing the appropriateness of journal
entries and other adjustments;
Assessing whether the judgements made
in making accounting estimates (including
the valuation of unquoted investments) are
indicative of a potential bias; and
Evaluating the business rationale of any
outside the normal course of business.
A further description of our responsibilities for the audit of the
description forms part of our auditor’s report.
We were appointed by the directors on 1 February 2022 to audit
uninterrupted engagement.
The non-audit services prohibited by the FRC’s Ethical Standard
were not provided to the Company and we remain independent
of the Company in conducting our audit.
Our audit opinion is consistent with the additional report to the
audit committee.
This report is made solely to the Company’s members, as a body,
in accordance with Chapter 3 of Part 16 of the Companies Act
2006. Our audit work has been undertaken so that we might
state to the Company’s members those matters we are required
to state to them in an auditor’s report and for no other purpose.
To the fullest extent permitted by law, we do not accept or
assume responsibility to anyone other than the Company and the
Company’s members as a body, for our audit work, for this report,
or for the opinions we have formed.
Rakesh Shaunak FCA, CTA
(Senior Statutory Auditor)
For and on behalf of MHA MacIntyre Hudson,
Statutory Auditor Chartered Accountants
6th Floor
2 London Wall Place
London
EC2Y 5AU
23 May 2022
FOR THE YEAR ENDED 28 FEBRUARY 2022
Year ended 28 February 2022 Year ended 28 February 2021
Note
Revenue
£’000
Capital
£’000
Total
£’000
Revenue
£’000
Capital
£’000
Total
£’000
Gain on disposal of investments
8 (b) - 12,189 12,189 - 5,660 5,660
Investment income
2 52 - 52 21 - 21
52 12,189 12,241 21 5,660 5,681
Investment management fee
3 (175) (525) (700) (86) (257) (343)
Performance fee
3 - (1,897) (1,897) - (717) (717)
Other expenses
4 (340) - (340) (203) (1) (204)
(515) (2,422) (2,937) (289) (975) (1,264)
(463) 9,767 9,304 (268) 4,685 4,417
Tax
5 - - - - - -
(463) 9,767 9,304 (268) 4,685 4,417
(Loss)/earnings per share -
basic and diluted
6 (1.77p) 37.48p 35.71p (1.68p) 29.35p 27.67p
All items in the above statement derive from continuing operations.
There are no gains or losses other than those disclosed in the Income Statement.
The total column of this statement is the Statement of Total Comprehensive Income of the Company
prepared in accordance with FRS 102 ‘The Financial Reporting Standard applicable in the UK and Republic of
Ireland’. The supplementary revenue and capital columns are prepared in accordance with the Statement of
Recommended Practice, ‘Financial Statements of Investment Trust Companies and Venture Capital Trusts’
issued by the Association of Investment Companies.
TO THE MEMBERS OF PUMA VCT 13 PLC
continued
Puma VCT 13 plc Annual Report and Accounts 2022Puma VCT 13 plc Annual Report and Accounts 2022
78 79
AS AT 28 FEBRUARY 2022
As at 28 February 2022 As at 28 February 2021
Note £'000 £'000
Fixed Assets
Investments
8 41,228 21,336
Current Assets
Debtors
9 109 65
Cash
13,184 2,396
13,293 2,461
Current liabilities
10 (2,169) (861)
Net Current Assets
11,124 1,600
Net Assets
52,352 22,936
Capital and Reserves
Share capital
12 20 11
Share premium
15,187 17,736
Capital reserve realised
(2,216) (1,695)
Capital reserve unrealised
15,989 7,533
Revenue reserve
23,372 (649)
Equity Shareholders’ Funds
52,352 22,936
NAV per Ordinary Share
13 143.53p 125.77p
David Buchler
Chairman
FOR THE YEAR ENDED 28 FEBRUARY 2022
Year ended 28 February 2022 Year ended 28 February 2021
£’000 £’000
operating activities
9,304 4,417
Gain on disposal of investments
(12,189) (5,660)
(Decrease)/increase in debtors
(44) 138
Increase in creditors
1,308 766
(1,621) (339)
Purchase of investments
(12,771) (2,580)
Proceeds on sale of investments
5,067 337
(7,704) (2,243)
Share issues
22,388 3,091
Share issues costs
(427) (206)
Purchase of own shares
(17) -
Dividends paid to shareholders
(1,831) -
20,113 2,885
Increase in cash and cash equivalents
10,788 303
Opening cash and cash equivalents
2,396 2,093
Closing cash and cash equivalents
13,184 2,396
Puma VCT 13 plc Annual Report and Accounts 2022Puma VCT 13 plc Annual Report and Accounts 2022
80 81
FOR THE YEAR ENDED 28 FEBRUARY 2022
Called up
share capital
£’000
Share
premium
account
£’000
Capital
reserve -
realised
£’000
Capital
reserve -
unrealised
£’000
Revenue
reserve
£’000
Total
£’000
As at 1 March 2020
10 14,852 (649) 1,802 (381) 15,634
Comprehensive income for the year
- (1,044) 5,729 (268) 4,417
Issue of shares
1 3,090 - - - 3,091
Share issue cost
- (206) - - - (206)
Reserves movement
- - (2) 2 - -
Balance as at 28 February 2021
11 17,736 (1,695) 7,533 (649) 22,936
Comprehensive income for the period
- - 491 1,674 (212) 1,953
Issue of shares
3 7,023 - - - 7,026
Share issue cost
- (258) - - - (258)
Share premium cancellation
(24,501) - - 24,501 -
- - 3,135 (3,135) - -
Balance as at 31 August 2021
14 - 1,931 6,072 23,640 31,657
Dividends paid
- - (1,831) - - (1,831)
Comprehensive income for the period
- - (2,316) 9,917 (251) 7,350
Issue of shares
6 15,356 - - - 15,356
Share issue cost
- (169) - - - (169)
Repurchase of own shares
- - - - (17) (17)
Balance as at 28 February 2022
20 15,187 (2,216) 15,989 23,372 52,352
FOR THE YEAR ENDED 28 FEBRUARY 2022
1. ACCOUNTING POLICIES
Puma VCT 13 plc (“the Company”) was incorporated in England on
15 September 2016 and is registered and domiciled in England and
Wales. The Company’s registered number is 10376236. The
SW1A 1LD. The Company is a public limited company (limited by
shares) whose shares are listed on LSE with a premium listing. The
Company’s principal activities and a description of the nature of the
Company’s operations are disclosed in the Strategic Report.
in accordance with the requirements of the Companies Act 2006,
including the provisions of the Large and Medium-sized
Companies and Groups (Accounts and Reports) Regulations 2008
and with FRS 102 ‘The Financial Reporting Standard applicable in
the UK and Republic of Ireland’ (“FRS 102”) and the Statement of
Recommended Practice, ‘Financial Statements of Investment
Trust Companies and Venture Capital Trusts’ issued in October
2019 by the Association of Investment Companies (“the SORP”).
the nearest whole £1,000, except where otherwise indicated.
The Directors have considered a period of 12 months from the
date of this report for the purposes of determining the Company’s
going concern status which has been assessed in accordance with
the guidance issued by the Financial Reporting Council. The
Directors have a reasonable expectation that the Company has
adequate resources to continue in operational existence for the
foreseeable future and believe that it is appropriate to continue to
statements. This is appropriate as the Company’s listed shares are
held for liquidity purposes and will be sold as and when required to
ensure the Company has adequate cash reserves to meet the
Company’s running costs.
All investments are measured at fair value. They are all held as part
of the Company’s investment portfolio and are managed in
accordance with the investment policy set out on page 63.
Listed investments are stated at bid price at the reporting date.
Unquoted investments are stated at fair value by the Directors with
reference to the International Private Equity and Venture Capital
• Investments which have been made within the last twelve
months or where the investee company is in the early stage of
development will usually be valued at either the price of recent
investment or cost except where the company’s performance
methodology will be adopted.
• Investments in debt instruments will usually be valued by applying
returns of the investment to arrive at the fair value.
• Alternative methods of valuation such as multiples or net asset
more appropriate.
•
taken to realised capital reserves, and unrealised surpluses and
capital reserves.
Dividends receivable on listed equity shares are brought into account
on the ex-dividend date. Dividends receivable on unquoted equity
shares are brought into account when the Company’s right to
receive payment is established and there is no reasonable doubt that
payment will be received. Interest receivable is recognised wholly as
a revenue item on an accruals basis.
As approved at the General Meeting in the year, performance fee
arrangements for Puma Investments and members of the
investment management team have been amended. The
performance incentive fee payable in relation to each accounting
period (as determined from the audited annual accounts for that
period) is now subject to the Performance Value per share being at
least 110p at the end of the relevant period. Performance Value per
Share is calculated as the total of the net asset value, the
performance incentive fees previously paid or accrued by the
Company for all previous accounting periods and the cumulative
amount of dividends paid by the Company before the relevant
accounting reference date, with the aggregate amount of these
divided by the number of Ordinary Shares in issue in the Company
on the relevant date (excluding the Performance Incentive Shares).
The amount of the performance incentive fee will be equal to
20% of the amount by which the Performance Value per Share
at the end of an accounting period exceeds the High Water Mark
(being the higher of 110p and the highest Performance Value per
Share at the end of any previous accounting period), multiplied by
the number of relevant Ordinary Shares in issue at the end of the
relevant period (excluding any Performance Incentive Shares).
That amount will be allocated, at the discretion of the Investment
Manager, between the Investment Manager itself and the
Management Team.
At each balance sheet date, the Company accrues for any
performance fee payable based on the calculation set out above.
All expenses (inclusive of VAT) are accounted for on an accruals basis.
• expenses incidental to the acquisition or disposal of an
investment charged to capital; and
The Capital reserve-realised includes gains/losses that have been realised in the year due to the sale of investments, net of
related costs. The Capital reserve-unrealised represents the investment holding gains/losses and shows the gains/losses on
investments still held by the Company not yet realised by an asset sale.
Share premium represents premium on shares issued less issue costs.
The revenue reserve represents the cumulative revenue earned less cumulative distributions.
Puma VCT 13 plc Annual Report and Accounts 2022Puma VCT 13 plc Annual Report and Accounts 2022
82 83
• the investment management fee, 75% of which has been
opinion, attributable to the maintenance or enhancement of the
value of the Company’s investments in accordance with the
Board’s expected long-term split of return; and
• the performance fee which is allocated proportionally to revenue
and capital based on the respective contributions to the Net
Asset Value.
between capital and revenue return on the marginal basis as
recommended by the SORP.
that have originated but not reversed at the balance sheet date,
where transactions or events that result in an obligation to pay
more, or right to pay less, tax in the future have occurred at the
balance sheet date. This is subject to deferred tax assets only
being recognised if it is considered more likely than not that there
which are capable of reversal in one or more subsequent periods.
Deferred tax is measured on a non-discounted basis at the tax
rates that are expected to apply in the periods in which timing
enacted or substantively enacted at the balance sheet date.
Realised losses and gains on investments, transaction costs, the
capital element of the investment management fee and taxation
are taken through the Income Statement and recognised in the
Capital Reserve – Realised on the Balance sheet. Unrealised
losses and gains on investments and the capital element of the
performance fee are also taken through the Income Statement
and are recognised in the Capital Reserve – Unrealised.
Debtors include other debtors and accrued income which is
recognised at amortised cost, equivalent to the fair value of the
expected balance receivable.
CREDITORS
Creditors are initially measured at the transaction price and
subsequently measured at amortised cost, being the transaction
price less any amounts settled.
Final dividends payable are recognised as distributions in the
payment has been established. The liability is established when the
dividends proposed by the Board are approved by the
Shareholders. Interim dividends are recognised when paid.
The Company makes estimates and assumptions concerning
the future. The resulting accounting estimates and assumptions
a material adjustment to the carrying amounts of assets within
investments, especially due to the ongoing impact of Covid-19.
Further details of the unquoted investments are disclosed in
the Investment Manager’s Report on pages 6 to 54 and notes
2. INCOME
Year ended
28 February 2022
Year ended
28 February 2021
£’000 £’000
Income from investments
Qualifying interest income 20 -
Dividends received 32 21
52 21
3. INVESTMENT MANAGEMENT AND
PERFORMANCE FEES
Year ended
28 February 2022
Year ended
28 February 2021
£'000 £'000
Puma Investments fees 700 343
Performance fees
(see note 11)
1,897 717
2,597 1,060
Puma Investment Management Limited (“Puma Investments”)
has been appointed as the Investment Manager of the Company
less than twelve months’ notice, given at any time by either party,
performance of the Investment Manager. Under the terms of
this agreement Puma Investments will be paid an annual fee of
2% of the Net Asset Value payable quarterly in arrears calculated
on the relevant quarter end NAV of the Company. These fees
allotment). These fees are capped, the Investment Manager having
agreed to reduce its fee (if necessary to nothing) to contain total
annual costs (excluding performance fee and trail commission) to
3.5% the Company’s net assets. Total costs this year were 2% of
In addition to the investment manager fees disclosed above, during
the year, Puma Investments Management Limited charged fees of
FOR THE YEAR ENDED 28 FEBRUARY 2022
continued
4. OTHER EXPENSES
Year ended
28 February 2022
Year ended
28 February 2021
£’000 £’000
Accounting and
administration services
120 60
Directors’ fees 61 60
Social security costs 8 4
Auditor’s fees 54 33
Transaction costs - 1
Other expenses 97 46
340 204
Puma Investments provides accounting and administrative
services to VCT 13, payable quarterly in advance. The fee is
calculated as 0.35% of VCT 13’s NAV, using the latest published
NAV and the number of shares in issue at each quarter end.
Directors’ fees paid in year are disclosed in the Directors’
Remuneration Report on page 68. Company has no employees
has been grossed up in the table above to be inclusive of VAT. No
non-audit services were provided by the Company’s auditor in the
.
5. TAX
Year ended
28 February 2022
Year ended
28 February 2021
£’000 £’000
charge for the period - -
9,304 4,417
Current tax at 19%
1,768 839
Gains on investments (2,316) (1,075)
Tax losses carried forward 548 236
- -
Capital returns are not taxable as the Company is exempt from tax
on realised capital gains whilst it continues to comply with the VCT
regulations, so no corporation tax is recognised on capital gains or
losses. Due to the intention to continue to comply with the VCT
regulations, the Company has not provided for deferred tax on any
realised or unrealised capital gains and losses. No deferred tax asset
has been recognised in respect of the tax losses carried forward due
to the uncertainty as to recovery.
6. BASIC AND DILUTED RETURN/(LOSS) PER
ORDINARY SHARE
Year ended 28 February 2022
Revenue
£’000
Capital
£’000
Total
£’000
Comprehensive
income for the year (463,000) 9,767,000 9,304,000
Weighted average
number of shares in
issue for the year 29,951,765 29,951,765 29,951,765
average number
of management
incentive shares
(see note 11) (3,895,834) (3,895,834) (3,895,834)
Weighted average
number of shares
for purposes of
return/(loss) per
share calculations 26,055,931 26,055,931 26,055,931
Return per share (1.77)p 37.48p 35.71p
Year ended 28 February 2021
Revenue
£’000
Capital
£’000
Total
£’000
Total comprehensive
income for the year (268,000) 4,685,000 4,417,000
Weighted average
number of shares in
issue for the year 19,858,132 19,858,132 19,858,132
average number
of management
incentive shares
(see note 11) (3,895,834) (3,895,834) (3,895,834)
Weighted average
number of shares
for purposes of
return/(loss) per
share calculations 15,962,298 15,962,298 15,962,298
(Loss)/return
per share (1.68)p 29.35p 27.67p
7. DIVIDENDS
During the year, an interim dividend of 6.5p per Ordinary share
was paid from Capital reserves – realised in relation year ended
28 February 2022 totalling £1.8 million, the Directors do not
per Ordinary share in relation to the year ended 28 February 2023,
the dividend was paid on 24 March 2022 totalling £2.0 million.
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84 85
8. INVESTMENTS
(a) Movements in investments
Qualifying venture
capital investments
£’000
Non-qualifying
investments
£’000
Total
£’000
Book cost at 1 March 2021 12,358 1,445 13,803
Net unrealised at 1 March 2021
7,623 (90) 7,533
Valuation at 01 March 2021 19,981 1,355 21,336
Purchases at cost 12,732 38 12,771
Proceeds (5,036) (32) (5,067)
Realised net gains/(losses) on disposals 585 12 597
Net unrealised 11,436 155 11,591
Valuation at 28 February 2022
39,699 1,528 41,228
Book cost at 28 February 2022
23,793 1,445 25,238
Net unrealised gains at 28 February 2022
15,906 83 15,989
Valuation at 28 February 2022
39,699 1,528 41,228
(b) Gains/(losses) on investments
Year ended 28
February 2022
£’000
Year ended 28
February 2021
£’000
Realised gains/(losses) on investment 597 (69)
Unrealised gains/(losses) in period 11,592 5,729
12,189 5,660
The Company’s investments are revalued each year, so until they are sold any unrealised gains or losses
are included in the fair value of the investments.
(c) Quoted and unquoted investments
Market value as at
28 February 2022
£’000
Market value as at
28 February 2021
£’000
Quoted investments 1,529 1,355
Unquoted investments 39,699 19,981
41,228 21,336
Further details of these investments (including the unrealised gains in the year) are disclosed
in the Chairman’s Statement, Investment Manager’s Report, Investment Portfolio Summary
FOR THE YEAR ENDED 28 FEBRUARY 2022
continued
9. DEBTORS
As at
28 February 2022
As at
28 February 2021
£’000 £’000
Other debtors 90 65
Accrued income 19 -
109 65
Other debtors includes cash held by the company’s brokers of
10. CURRENT LIABILITIES - CREDITORS
As at
28 February 2022
As at
28 February 2021
£’000 £’000
Other debtors 2,156 848
Accrued income 13 13
2,169 861
Redeemable preference shares were issued for total consideration
£12,500 to Puma Investment Management Limited, being one
under s.761 of the Companies Act 2006.
Each of the redeemable preference shares carries the right to a
(exclusive of any imputed tax credit available to shareholders) on
the nominal amount thereof but confers no right to vote except
as otherwise agreed by the holders of a majority of the Shares.
On a winding-up, the redeemable preference shares confer the
right to be paid the nominal amount paid on such shares. The
redeemable preference shares are redeemable at par at any time
by the Company and by the holder. Each redeemable preference
share which is redeemed, shall, thereafter be cancelled without
further resolution or consent.
11. MANAGEMENT PERFORMANCE
INCENTIVE ARRANGEMENT
On 8 December 2016, the Company entered into an Agreement
with the Investment Manager and members of the investment
management team (together “the Management Team”) such
that the Management Team will be entitled in aggregate to share
in 20 per cent of the aggregate excess on any amounts realised
by the Company in excess of £1.05 per Ordinary Share, the
Performance Target. This agreement was amended by a deed
of variation on 28 June 2018 to extend the terms to cover the
extended fundraising period.
Following approval by shareholders, on 18 November 2020 this
agreement was amended by a deed of variation. Under the new
agreement, Puma Investments and members of the investment
management team will be entitled to a performance in relation
to each accounting period as determined from the audited
annual accounts for that period, subject to the Performance
Value per share being at least 110p at the end of the relevant
period. Performance Value per Share is calculated as the total
of the net asset value, the performance incentive fees previously
paid or accrued by the Company for all previous accounting
periods and the cumulative amount of dividends paid by the
Company before the relevant accounting reference date, with
the aggregate amount of these divided by the number of
Ordinary Shares in issue in the Company on the relevant date
(excluding the Performance Incentive Shares).
The amount of the performance incentive fee will be equal to 20%
of the amount by which the Performance Value per Share at the end
of an accounting period exceeds the High Water Mark (being the
higher of 110p and the highest Performance Value per Share at the
end of any previous accounting period), multiplied by the number of
relevant Ordinary Shares in issue at the end of the relevant period
(excluding any Performance Incentive Shares). That amount will be
allocated, at the discretion of the Investment Manager, between the
Investment Manager itself and the Management Team.
Under the previous performance incentive arrangement (set
out above) 3,895,834 Ordinary Shares are held by the Investment
Manager and members of the investment management team
(“Performance Incentive Shares”). Under the terms of the
incentive arrangement, all rights to dividends will be waived
except, amounts payable under the new performance incentive
fee will, where possible, be paid as a dividend through these
Performance Incentive Shares.
Under the new agreement, a performance fee of £1,897,000
new performance incentive arrangement. This is calculated
as 20% of the amount by which the Performance Value exceeds
the High Water Mark (129.71p), divided by the number of shares
in issue. The shares in issue for this calculation exclude the
3,895,834 Performance Incentive Shares under the previous
arrangement.
12. CALLED UP SHARE CAPITAL
As at
28 February 2022
As at
28 February 2021
£’000 £’000
Allotted, called up and
fully paid:
22,132,844) Ordinary
shares of 0.0005p each 20 11
Allotted, called up and
partly paid:
Redeemable preference
shares of £1 each 13 13
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86 87
During the year, 18,251,319 shares were issued at an average price
average price of 116.5p per share). The consideration received for
On 23 February 2022 the Company repurchased 14,200 Ordinary
shares.
Following the period end, a further 11,908,313 shares were issued
at an average price of 123.97p. The consideration received for
these shares was £14.8 million.
13. NET ASSET VALUE PER ORDINARY SHARE
28 February
2022
28 February
2021
Net assets 52,352,000 22,936,000
Number of shares in issue 40,369,963 22,132,844
shares (see note 11) (3,895,834) (3,895,834)
Number of shares in issue for
purposes of Net Asset Value
per share calculation 36,474,129 18,237,010
Net asset value per share
Basic 143.53p 125.77p
14. FINANCIAL INSTRUMENTS
cash balances, debtors and certain creditors. The fair value of all
the carrying value in the Balance Sheet. Excluding cash balances,
As at
28 February 2022
As at
28 February 2021
£'000 £'000
Financial assets at fair value
38,747 21,336
Financial assets that are
debt instruments measured
at amortised cost 2,591 65
Financial liabilities measured
at amortised cost (2,169) (861)
39,169 20,540
are market price risk, being the risk that the value of investment
caused by factors other than interest rate or currency movements,
liquidity risk, credit risk and interest rate risk. The Board regularly
reviews and agrees policies for managing each of these risks.
The Board’s policies for managing these risks are summarised
below and have been applied throughout the year.
will fail to discharge an obligation or commitment that it has
entered into with the Company. The Investment Manager monitors
counterparty risk on an ongoing basis. The Company’s maximum
As at
28 February 2022
As at
28 February 2021
Credit risk £’000 £’000
Cash 13,184 2,396
Interest, dividends and other
receivables
2,591 65
Investments in loans, loan
notes and bonds
2,481 -
18,256 2,461
Credit risk arising on the sale of investments is considered to be
small due to the short settlement and the contracted agreements
in place with the settlement lawyers.
The cash held by the Company at the year-end is held in RBS.
Bankruptcy or insolvency of the bank may cause the Company’s
rights with respect to the receipt of cash held to be delayed or
limited. The Board monitors the Company’s risk by reviewing
will, on instruction of the Board, move the cash holdings to
another bank.
Credit risk associated with interest, dividends and other receivables
are predominantly covered by the investment management
procedures. Other receivables as at 28 February 2022 was mainly
cash held by the company’s brokers, that is subject to reviews
consistent with the banks noted above.
Investments in loans and loan notes comprises a fundamental part
of the Company’s venture capital investments, therefore credit risk
in respect of these assets is managed within the Company’s main
investment procedures.
FOR THE YEAR ENDED 28 FEBRUARY 2022
continued
Market price risk arises mainly from uncertainty about future prices
investments in the face of price movements. The Investment
Manager actively monitors market prices and reports to the Board,
which meets regularly in order to consider investment strategy.
The Company’s strategy on the management of market price risk
is driven by the Company’s investment policy as outlined in the
Strategic Report on page 63. The management of market price risk
is part of the investment management process. The portfolio is
movements through detailed and continuing analysis, with an
objective of maximising overall returns to shareholders.
Holdings in unquoted investments may pose higher price risk than
quoted investments. Some of that risk can be mitigated by close
involvement with the management of the investee companies
along with review of their trading results.
Details of the Company’s unquoted investments are provided in
the Investment Portfolio summary on page 56. By their nature,
unquoted investments may not be readily realisable and the Board
considers exit strategies for these investments throughout the
period for which they are held. As at the year end, the Company had
no borrowings.
The Company’s liquidity risk associated with investments is
managed on an ongoing basis by the Investment Manager in
conjunction with the Directors and in accordance with policies and
procedures in place as described in the Strategic Report and the
Directors’ Report. The Company’s overall liquidity risks are
monitored on a quarterly basis by the Board. The Company
payable and accrued expenses.
The benchmark that determines the interest paid or received
on the current account is the Bank of England base rate, which
The Company has exposure to interest rate movements
primarily through its cash deposits which track the Bank of
England base rate.
The following analysis sets out the interest rate risk of the
Rate
status
Average
interest
rate
Period
until
maturity
Total
£’000
Cash at bank
- RBS Floating 0.00% - 13,184
Loan and
Loan notes Fixed 10.00% 53 months 2,481
Balance of
assets
Non-
interest
bearing - - 38,587
54,522
The following analysis sets out the interest rate risk of the
Rate
status
Average
interest
rate
Period
until
maturity
Total
£’000
Cash at bank
- RBS Floating 0.00% - 2,396
Balance of
assets
Non-
interest
bearing - - 21,401
23,797
The reporting currency of the Company is Sterling. The Company
has not held any non-Sterling investments during the year.
Financial assets and liabilities measured at fair value are disclosed
• Level 1 - Fair value is measured using the unadjusted quoted
price in an active market for identical assets.
• Level 2 - Fair value is measured using inputs other than quoted
prices that are observable using market data.
• Level 3 - Fair value is measured using unobservable inputs.
Puma VCT 13 plc Annual Report and Accounts 2022Puma VCT 13 plc Annual Report and Accounts 2022
88 89
Fair values have been measured at the end of the reporting
2022
£’000
2021
£’000
Level 1
Investments listed
on LSE 1,529 1,355
Level 3
Unquoted
investments
39,699 19,981
41,228 21,336
The Level 3 investments have been valued in line with the
Company’s accounting policies and IPEV guidelines. This comprises
of both loan an equity instruments, which are considered to be one
instrument due to them being bound together when assessing the
portfolio's returns to the shareholders.
Investments section of the Annual Report on pages 57 to 61.
15. CAPITAL MANAGEMENT
The Company’s objectives when managing capital are to safeguard
the Company’s ability to continue as a going concern, so that it can
provide an adequate return to shareholders by allocating its capital
to assets commensurate with the level of risk.
The Company must have an amount of capital, at least 80% (as
measured under the tax legislation) of which must be, and remain,
invested in the relatively high risk asset class of small UK companies
within three years of that capital being subscribed.
The Company accordingly has limited scope to manage its capital
structure in the light of changes in economic conditions and the
risk characteristics of the underlying assets. Subject to this
overall constraint upon changing the capital structure, the
Company may adjust the amount of dividends paid to
shareholders, issue new shares, or sell assets to maintain a level
of liquidity to remain a going concern.
The Board has the opportunity to consider levels of gearing,
however there are no current plans to do so. It regards the net
assets of the Company as the Company’s capital, as the level of
liabilities is small, and the management of those liabilities is not
directly related to managing the return to shareholders.
FOR THE YEAR ENDED 28 FEBRUARY 2022
continued
16. CONTINGENCIES, GUARANTEES AND
FINANCIAL COMMITMENTS
There were no commitments, contingencies or guarantees
17. RELATED & CONTROLLING PARTY
In the opinion of the Directors there is no immediate or ultimate
controlling party.
Transactions with Key Management Personnel are disclosed
within the Directors Report from pages 65 to 67.
18. POST BALANCE SHEET EVENTS
As detailed in note 12, since the year end 11,908,313 ordinary
shares have been issued for cash consideration of £14.8 million.
An interim dividend of 4.5p per Ordinary share in relation to the
year ended 28 February 2023 was paid on 24 March 2022 totalling
£2.0 million.
On 3 May 2022, the VCT realised it position in Tictrac Limited for
total proceeds of £3.6 million.
Puma VCT 13 plc
(the “Company”)
Notice is hereby given that the Annual General Meeting of the Company will be held at Cassini House, 57 St James’s Street, London,
SW1A 1LD on 7 July 2022 at 11.00 am.
1.
thereon.
2.
himself for re-election.
3. To re-elect Stephen Hazell-Smith as a director who retires in accordance with the UK Corporate Governance Code and, being eligible,
4.
himself for re-election.
5. To re-appoint MHA MacIntyre Hudson as Auditors of the Company and to authorise the Directors to determine their remuneration.
6. To approve the policy set out in the Remuneration Report in the Annual Report and Accounts 2022.
7. To approve the implementation report set out in the Remuneration Report in the Annual Report and Accounts 2022.
8. That, in addition to existing authorities, the Directors be and hereby are generally and unconditionally authorised in accordance with
section 551 of the Companies Act 2006 (“CA 2006”) to exercise all the powers of the Company to allot ordinary shares of £0.0005
each in the Company (“Shares”) up to an aggregate nominal amount of £46,000, such authority to expire on the later of 15 months
from the date of the resolution or the next annual general meeting of the Company (unless previously renewed, varied or revoked by
the Company in general meeting).
9. To authorise the Company generally and unconditionally to make one or more market purchases (within the meaning of section 693(4)
9.1 the maximum aggregate number of Shares that is purchased is 7,836,513;
9.2 the minimum price paid for a Share is £0.0005;
9.3 the maximum price paid for a Share (exclusive of expenses) is the higher of;
(i) an amount equal to 105 per cent of the average of the middle market prices shown in the quotations for a Share in the Daily
purchased; and
(a) the last independent trade of; and
(b) the highest current independent bid for,
a Share as derived from the London Stock Exchange Trading System;
9.4 the Company may validly make a contract to purchase Shares under the authority hereby conferred prior to the expiry of such
authority which will or may be executed wholly or partly after the expiry of such authority, and may validly make a purchase of Shares
in pursuance of any such contract; and
9.5 unless renewed, the authority conferred by this resolution shall expire either at the conclusion of the next annual general meeting of
the Company or on 6 October 2023, whichever is the earlier to occur, save that the Company may, prior to such expiry, enter into a
contract to purchase Shares which will or may be completed or executed wholly or partly after such expiry.
10. That, subject to the passing of resolution 8 above, the Directors be and hereby are empowered (pursuant to section 570(1) of CA
the authority referred to in resolution 8 above as if section 561 of CA 2006 did not apply to any such allotment, such power to expire at
the conclusion of the Company’s next annual general meeting, or on the expiry of 15 months following the passing of the resolution,
whichever was the later (unless previously renewed or extended by the Company in general meeting). This power is limited to the
Puma VCT 13 plc Annual Report and Accounts 2022Puma VCT 13 plc Annual Report and Accounts 2022
90 91
continued
10.1
10.2
10.3
paragraph 10.1 above.
11. That, subject to approval by the High Court of Justice, the amount standing to the credit of the share premium account of the Company,
Eliot Kaye
Company Secretary
Cassini House
57 St James’s Street
London
SW1A 1LD
www.pumainvestments.co.uk/pages/view/investors-information-vcts.
Notes:
(a) A member entitled to attend and vote at the meeting is entitled to appoint more than one proxy to exercise all or any of his rights to
Such proxy need not be a member of the Company. A form of proxy is enclosed.
(b) A proxy need not be a member of the Company but must attend the Annual General Meeting in order to represent his appointor. A
member entitled to attend and vote at the Annual General Meeting may appoint the Chairman or another person as his proxy although
the Chairman will not speak for the member. A member who wishes his proxy to speak for him should appoint his own choice of proxy
(not the Chairman) and give instructions directly to that person. If you are not a member of the Company but you have been nominated
by a member of the Company to enjoy information rights, you do not have a right to appoint any proxies under the procedures set out in
these Notes. Under section 319A of the CA 2006, the Company must answer any question a member asks relating to the business
• answering the question would interfere unduly with the preparation for the Annual General Meeting or involve the disclosure of
• the answer has already been given on a website in the form of an answer to a question; or
• it is undesirable in the interests of the Company or the good order of the Annual General Meeting that the question be answered.
delivered to the Company’s registrars, SLC Registrars, PO Box 5222, Lancing, BN99 9FG or electronically at proxy@slcregistrars.com, in
each case not less than 48 hours (excluding weekends and public holidays) before the time appointed for holding the Annual General
Meeting or adjourned meeting at which the person named in the Form of Proxy proposes to vote. In the case of a poll taken more than 48
hours (excluding weekends and public holidays) after it is demanded, the document(s) must be delivered as aforesaid not less than 24
hours (excluding weekends and public holidays) before the time appointed for taking the poll, or where the poll is taken not more than 48
hours (excluding weekends and public holidays) after it was demanded, be delivered at the meeting at which the demand is made.
• by sending a signed hard copy notice clearly stating the intention to revoke the proxy appointment to the Company’s registrars, SLC
Registrars, PO Box 5222, Lancing, BN99 9FG. In the case of a member which is a company, the revocation notice must be executed
with the revocation notice.
• by sending an e-mail to proxy@slcregistrars.com.
In either case, the revocation notice must be received by the Company’s registrars, SLC Registrars, PO Box 5222, Lancing, BN99 9FG
before the Annual General Meeting or the holding of a poll subsequently thereto. If a member attempts to revoke his or her proxy
remain valid.
(e) Completion and return of a Form of Proxy will not preclude a member of the Company from attending and voting in person. If a member
appoints a proxy and that member attends the Annual General Meeting in person, the proxy appointment will automatically be
terminated.
(f) Copies of the Directors’ Letters of Appointment and a copy of the current Articles of Association will be available for inspection at the
this notice, until the end of the Annual General Meeting and at the place of the Annual General Meeting for at least 15 minutes prior to
and during the Annual General Meeting.
Company’s shares registered on the Register of Members of the Company as at 6.30 pm on 5 July 2022 or, in the event that the Annual
General Meeting is adjourned, on the Register of Members 48 hours before the time of any adjourned meeting, shall be entitled to
attend and vote at the said Annual General Meeting in respect of such shares registered in their name at the relevant time. Changes to
entries on the Register of Members after 6.30 pm on 5 July 2022 or, in the event that the Annual General Meeting is adjourned, on the
Register of Members less than 48 hours before the time of any adjourned meeting, shall be disregarded in determining the right of any
person to attend and vote at the Annual General Meeting.
(h) As at 23 May 2022 the Company's issued share capital comprised 52,278,276 Ordinary Shares and 50,000 Redeemable Preference
Shares of £1 each. The total number of voting rights in the Company as at 23 May 2022 is 52,278,276. The website referred to above
will include information on the number of shares and voting rights.
• You may have a right under an agreement between you and the member of the Company who has nominated you to have
information rights (“Relevant Member”) to be appointed or to have someone else appointed as a proxy for the Annual General
Meeting;
• If you either do not have such a right or if you have such a right but do not wish to exercise it, you may have a right under an agreement
between you and the Relevant Member to give instructions to the Relevant Member as to the exercise of voting rights;
• Your main point of contact in terms of your investment in the Company remains the Relevant Member (or, perhaps your custodian or
broker) and you should continue to contact them (and not the Company) regarding any changes or queries relating to your personal
details and your interest in the Company (including any administrative matters). The only exception to this is where the Company
expressly requests a response from you.
(j) A corporation which is a member can appoint one or more corporate representatives who may exercise, on its behalf, all its powers as a
member provided that no more than one corporate representative exercises powers over the same share.
(k) A vote withheld is not a vote in law, which means that the vote will not be counted in the calculation of votes for or against the resolution.
If no voting indication is given, the proxy will vote or abstain from voting at his or her discretion. The proxy will vote (or abstain from
(l) Except as provided above, members who have general queries about the General Meeting should call the Company’s registrars SLC
Registrars, PO Box 5222, Lancing, BN99 9FG on 0203 890 2122 (no other methods of communication will be accepted).
(m) Members may not use any electronic address provided either in this notice of Annual General Meeting, or any related documents
(including the Chairman's letter and proxy form), to communicate with the Company for any purposes other than those expressly
stated.
shown in the Annual Report and Accounts 2022.
Puma VCT 13 plc Annual Report and Accounts 2022Puma VCT 13 plc Annual Report and Accounts 2022
92 93
On page 89 of the Report is the notice of Annual General Meeting which will be held on 7 July 2022. Set out below is a brief
explanation of the resolutions comprising special business to be proposed at the Annual General Meeting.
In certain circumstances it may be advantageous for the Company to purchase its own shares. Resolution 9, which will be proposed as
a special resolution, would give the Board authority from shareholders to do so. Such authority will expire on the date of the 2023 Annual
General Meeting or 6 October 2023, whichever is the earlier. The Directors intend to exercise this power only if and when, in the light of
shareholders generally. Any shares purchased in this way will be cancelled (in which case the number of shares in issue will be accordingly
reduced).
ordinary shares as at the date of the resolution) and the maximum and minimum prices at which they may be bought.
The notice of the Annual General Meeting includes a resolution (Resolution 8) which will be proposed to ensure the Directors have
authority to allot ordinary shares in the Company until the date of the 2023 Annual General Meeting or, if later, 5 October 2023, up to an
aggregate nominal amount of £46,000 (representing approximately 176 per cent of the issued ordinary share capital of the Company
as at 23 May 2022). Resolution 10 is proposed to empower the Directors to allot ordinary shares under Resolution 8 in connection with
Company without regard to any right of pre-emption on the part of the existing shareholders.
Resolution 11 is a resolution to cancel, pursuant to the Companies Act 2006 and the Company's articles of association, its share premium
Dated
Signed or sealed (see Note 6)
For use at the Annual General Meeting of Puma VCT 13 plc convened for 7 July 2022 at 11 am at Cassini House, 57 St James’s Street,
London, SW1A 1LD
I/We
(BLOCK CAPITALS PLEASE)
of
being (a) member(s) of the Company hereby appoint the Chairman of the Meeting (see Note 2)
or as my/our proxy and to attend and vote for me/us on my/our behalf at the Annual General Meeting of the Company to be held on
7 July 2022 and at any adjournment thereof. My/our proxy is to vote as indicated below in respect of the Resolutions set out in the
Notice of Annual General Meeting (see Note 9).
If you wish to appoint multiple proxies please see note 1 over.
Please also tick here if you are appointing more than one proxy.
Ordinary Resolutions For Against Withheld
1 To receive and adopt the Report and Accounts
2 To re-elect David Buchler
3 To re-elect Stephen Hazell-Smith
4 To re-elect Graham Shore
5 To re-appoint MHA MacIntyre Hudson as Auditors and to authorise
the Directors to determine their remuneration
6 To approve the policy set out in the Remuneration Report
7 To approve the implementation report set out in the Remuneration
Report
8 Authority to allot shares
Special Resolutions
9 To authorise the Company to buy back shares
10 Disapplication of pre-emption
11 Cancellation of share premium account
Puma VCT 13 plc Annual Report and Accounts 2022Puma VCT 13 plc Annual Report and Accounts 2022
94 95
continued
1. Any member of the Company entitled to attend and vote at the Annual General Meeting is also entitled to appoint one or more proxies
to attend, speak and vote instead of that member. A member may appoint more than one proxy in relation to the Annual General
A proxy may demand, or join in demanding, a poll. A proxy need not be a member of the Company but must attend the Annual General
Meeting in order to represent his appointor. A member entitled to attend and vote at the Annual General Meeting may appoint the
Chairman or another person as his proxy although the Chairman will not speak for the member. A member who wishes his proxy to
speak for him should appoint his own choice of proxy (not the Chairman) and give instructions directly to that person.
2. If you wish to appoint a proxy of your own choice delete the words “the Chairman of the Meeting” and insert the name and address
of the person whom you wish to appoint in the space provided.
3. Any alterations to the Form of Proxy should be initialled.
4.
delivered to SLC Registrars, PO Box 5222, Lancing, BN99 9FG or electronically at proxy@slcregistrars.com, in each case not less than
48 hours (excluding weekends and public holidays) before the time appointed for holding the Annual General Meeting or adjourned
meeting at which the person named in the Form of Proxy proposes to vote. In the case of a poll taken more than 48 hours (excluding
weekends and public holidays) after it is demanded, the document(s) must be delivered as aforesaid not less than 24 hours (excluding
weekends and public holidays) before the time appointed for taking the poll, or where the poll is taken not more than 48 hours
(excluding weekends and public holidays) after it was demanded, be delivered at the meeting at which the demand is made.
5.
• by sending a signed hard copy notice clearly stating the intention to revoke the proxy appointment to SLC Registrars PO Box 5222,
Lancing, BN99 9FG. In the case of a member which is a company, the revocation notice must be executed under its common seal
revocation notice.
• by sending an e-mail to proxy@slcregistrars.com.
• In either case, the revocation notice must be received by SLC Registrars, PO Box 5222, Lancing, BN99 9FG before the Annual
General Meeting or the holding of a poll subsequently thereto. If a member attempts to revoke his or her proxy appointment but
6. In the case of a corporation, this form must be executed under its common seal or signed on its behalf by its attorney or a duly authorised
7.
will be accepted to the exclusion of the votes of the other joint holders.
8. Completion and return of a Form of Proxy will not preclude a member of the Company from attending and voting in person. If a member
appoints a proxy and that member attends the Annual General Meeting in person, the proxy appointment will automatically be
terminated.
9. A vote withheld is not a vote in law, which means that the vote will not be counted in the calculation of votes for or against the resolution.
If no voting indication is given, the proxy will vote or abstain from voting at his or her discretion. The proxy will vote (or abstain from voting)
Investment Manager
Cassini House
57 St James’s Street
London SW1A 1LD
Adviser Enquiries: 020 7408 4070
Investor Enquiries: 020 7408 4100
info@pumainvestments.co.uk
www.pumainvestments.co.uk
Puma Investments is a trading name
of Puma Investment Management
Limited which is authorised and
regulated by the Financial Conduct
Authority. FCA Number 590919.
PI001309-0522