Thames Ventures VCT 2 (formerly Downing FOUR VCT) – AIM Shares
Update – Thames Ventures VCT 2
Thames Ventures VCT 2 is the new name of Downing FOUR VCT, rebranded in September 2022 after Foresight Group acquired the technology ventures division of Downing LLP. As a result of the acquisition, the investment management contracts for the Ventures and AIM share classes of Downing FOUR VCT were transferred to Foresight Group.
In its Final Results for the year ended 31 March 2023, published on 31 July 2023, the Chairman of Thames Ventures VCT 2 stated the Board of the VCT is reviewing possible options for the future of the Company, seeking to identity a way to execute the Company's strategy which will best serve Shareholders’ interests.
Below is our review of the most recent offer, which closed in May 2022, prior to the investment management contract transfer to Foresight Group. This page will be updated as and when more information becomes available.
In the meantime, you can see other VCTs currently available.
Downing LLP is an experienced investment house, with over £1.5 billion of funds under management. It acts as investment adviser to four VCTs, which have cumulative assets of £170 million (July 2021).
Downing FOUR VCT has three active share classes:
The AIM share class will seek to invest in a portfolio of 15–20 AIM-quoted companies.
It is overseen by the experienced Downing Fund Managers (“DFM”) team, headed up by Judith MacKenzie. The team is responsible for managing £370 million across several Downing funds, including the AIM segment of Downing ONE VCT, and the AIM IHT service. DFM will adopt its private equity approach to selecting AIM companies, looking to engage with their management teams and building a syndicate of supportive investors to improve company performance and governance and help reduce risk.
The VCT is seeking to raise up to £10 million in the AIM share class, with a £15 million over-allotment facility.
- A selective portfolio of 15-20 companies, not guaranteed
- Expected to be differentiated from other AIM VCT portfolios
- Experienced AIM fund manager
- No dividend target in the early years
- Annual rebate of 0.10% for three years
- Invest in the 2022/23 tax year
- Minimum investment £5,000
The VCT is managed by Downing LLP, whose origins date back to 1986. Downing is an experienced investment house, with over £1.5 billion of funds under management. It has four VCTs, with cumulative assets of £170 million (July 2021).
The AIM share class will be managed by the DFM team, headed up by Judith MacKenzie. Judith is an experienced AIM market investor. Prior to joining Downing in October 2009, Judith was a partner at Acuity Capital managing AIM-quoted VCT and IHT investments and a smaller companies activist fund. Prior to Acuity, Judith spent nine years as a senior investment manager with Aberdeen Asset Management Growth Capital as co-fund manager of the five Aberdeen VCTs, focusing on technology and media investments in both the public and private arenas. Judith is a non-executive director of the Quoted Companies Alliance and is an active member on boards both in private and public companies.
Judith will be supported by two fund managers: Nick Hawthorn and Josh McCathie, as well as the wider DFM team.
In aggregate, the team manages £370 million across a number of mandates including the AIM share portfolio within Downing ONE VCT, Downing Strategic Micro-cap Investment Trust Plc, and the AIM IHT service.
Watch a video interview with manager Judith MacKenzie:
The team will look to build a portfolio of 15-20 investee companies quoted, or likely to be quoted, on AIM. The concentrated nature of the portfolio is central to the investment strategy. By maintaining a level of concentration, the manager intends to create “competition for capital” within the portfolio where each investment is continually reassessed against prospective new investments. This should help the manager maintain conviction on each holding within the portfolio.
This level of concentration differentiates the share class from other AIM VCTs, which tend to have a large number of holdings. The share class is also likely to have a bias towards smaller and less mature investee companies than other AIM VCTs with more established investment portfolios.
The team adopts a sector-agnostic approach and will target companies it believes to be run by high-calibre and ambitious management teams, operating in large markets, with a defendable market position.
The team will also adopt a private equity approach to selecting AIM quoted shares. Where possible, DFM will seek to take strategic holdings so it can have an influential role. This may be achieved by co‐investing alongside other Downing funds. DFM will look to engage with company management to improve company performance, governance and help reduce risk.
The non-qualifying element of the portfolio will be invested in OEICs, Investment Trusts and other securities in line with the investment policy.
Exit track record
As this is a new share class there is no track record.
Current portfolio overview
This is a new share class. It will seek to invest in 15-20 companies.
Below are details of two recent AIM investments made by Downing ONE VCT, shown as examples of the kinds of companies this VCT is expected to target alongside other Downing funds.
Examples of portfolio companies
Deepmatter Group Plc
Deepmatter Group Plc, a spinout from the University of Glasgow, is a big data and analytics company that has built a platform, DigitalGlassware, focused on enabling reproducibility in chemistry. The platform is intended to be used in the discovery, optimisation and portable manufacture of small molecules and nanomaterials, with applications that are particularly relevant in the pharmaceutical, formulation and materials science industries.
The business is in its early stages of commercialisation. In its latest financial year to December 2020, it generated £1.3 million in revenues. It currently has a market capitalisation of £14.5 million (August 2021).
In July 2020, the business raised gross proceeds of £2.2 million, to enable further investment into sales and marketing activities. Since its financial year-end, the business has expanded its reach into the US, with a co-distribution agreement with US-based Elemental Machines.
In the financial year to March 2021, Downing ONE VCT invested £350k into the business.
Oncimmune Holdings Plc
Oncimmune Holdings Plc is a leading immunodiagnostics developer. The company's growing range of diagnostic products can detect early-stage cancer whilst its service-based platform delivers actionable insights into therapies to pharmaceutical and biotech partners.
Oncimmune’s immuno diagnostic technology, EarlyCDT, can detect and help identify cancer on average four years earlier than standard clinical diagnosis.
EarlyCDT is a simple blood test that detects the elevated presence of autoantibodies generated by the body's immune system as a natural defence against cancer cells. Oncimmune claims its EarlyCDT Lung test is the world’s most thoroughly validated blood test for the early detection of lung cancer and requires only a small volume of blood which can be taken in a community setting as well as a doctor’s surgery.
The business is at an early stage in its commercialisation, although it is growing quickly. In a trading update to June 2021, the management team reported it expected FY 2021 revenues to grow to £5.6 million, up from £0.7 million in FY 2020. The business has a market capitalisation of £128.9 million (August 2021). Past performance is not a guide to the future.
In its financial year to March 2021, Downing ONE VCT invested £278k into the business.
Performance and dividends
This is a new share class so there is no performance track record. There is no set dividend target for the AIM shares.
This, like all investments available through Wealth Club, is only for experienced investors happy to make their own investment decisions without advice.
VCTs are high-risk so should only form part of a balanced portfolio and you should not invest money you cannot afford to lose. They also tend to be illiquid and hard to sell and value. Before you invest, please carefully read the Risks and Commitments and the offer documents to ensure you fully understand the risks.
To retain the tax benefits, VCTs should be held for at least five years. If you sell VCT shares and reinvest in new shares of the same VCT (including any mergers) within six months, tax relief can be restricted. Tax rules can change and benefits depend on circumstances.
VCTs can now only invest new money in growth capital deals. Management buyouts/replacement capital deals and investments in mature companies are no longer permitted. This results in considerably higher risks.
Unlike VCTs investing in unquoted companies, AIM VCTs have a more natural exit route for shares as they are quoted. However, dealing in large volumes of shares could be difficult. The size of the VCT could make this more of a problem.
AIM shares can be very volatile and could suffer extreme volatility if the market falls sharply. The difference between the buying and selling price of AIM-listed companies is often wider than those listed on the main market.
This is a new VCT share class. It is expected to co-invest with other Downing funds, however if fundraising is slower than expected or does not reach its anticipated targets, there may be a delay in allotting shares and fewer investments will be made overall.
Charges and savings
A summary of the main charges and savings is shown below. The net initial charge shown includes the Wealth Club saving and any early bird discount.
The investment may have additional charges and expenses: please see the provider documents including the Key Information Document for more details, offer price and share allotment calculation methodology.
Please note, capacity – for the offer or any early bird savings – can be reached early, and we may not be notified of this by the VCT in real time.
|Full initial charge||4.5%|
|Early bird discount||—|
|Wealth Club initial saving||2.25%|
|Existing shareholder discount||—|
|Net initial charge through Wealth Club (new investors)||2.25%|
|Net initial charge through Wealth Club (existing shareholders)||2.25%|
|Annual management charge||1.75%|
|Annual administration charge||See offer documents|
|Annual rebate from Wealth Club||0.10%|
More detail on the charges
This offer is now closed.
Dividend Reinvestment Scheme (DRIS)
The Company does not operate a dividend reinvestment scheme.
Share buy-back policy
The VCT intends to buy back shares at a 0% discount to the most recently announced net asset value. Buybacks are subject to the company having sufficient funds available and are at the discretion of the board.
VCT shares are traded on the London Stock Exchange. Similar to investment trusts, the share price can fluctuate and can be different from the VCT’s net asset value (NAV), i.e. the value of the VCT’s underlying investments. The difference between the share price of a VCT and its net asset value per share is called a discount.
Investors should note the VCT has less than a five year track record. Trading of the VCTs shares will be immaterial and any consideration of the share price movements in relation to the net asset value per share will be inconclusive. The discount history chart will be published once the VCT has a five year track record.
Investors looking to sell their VCT shares may get a better price using the VCT’s share buyback facility, although this is not guaranteed.
Annual rebate when you invest through Wealth Club
The VCT includes an annual rebate for Wealth Club investors, payable for the first three years.
This is a rebate of our renewal commission and should be equivalent to 0.10% of the Net Asset Value of the Offer Shares issued to you when you invest. Terms and conditions apply.
Investors in the new AIM Shares should expect to receive a concentrated portfolio of 15-20 predominantly AIM-quoted companies. The manager has indicated it wishes to maintain this level of concentration within the portfolio over the long term.
There is likely to be a bias towards smaller and less mature investee companies than other AIM VCTs that have more established investment portfolios.
Experienced investors seeking to gain exposure to smaller AIM-quoted companies via a VCT may find the high conviction investment approach appealing. Investors may also find the VCT offers diversification benefits to a wider AIM VCT portfolio, although this is not guaranteed.
The service benefits from an experienced investment team. Judith MacKenzie is a highly regarded fund manager with two decades of experience investing in smaller companies, including managing capital for AIM VCTs.
Wealth Club aims to make it easier for experienced investors to find information on – and apply for – investments. You should base your investment decision on the offer documents and ensure you have read and fully understand them before investing. The information on this webpage is a marketing communication. It is not advice or a personal or research recommendation to buy any of the investments mentioned, nor does it include any opinion as to the present or future value or price of these investments. It does not satisfy legal requirements promoting investment research independence and is thus not subject to prohibitions on dealing ahead of its dissemination.
- Target dividend
- Initial charge
- Initial saving via Wealth Club
- Net initial charge
- Annual rebate
- Funds raised / sought
- £2.2 million / £10.0 million