TIDMCGW
RNS Number : 7680M
Chelverton Growth Trust PLC
01 May 2018
Chelverton Growth Trust PLC
LEI: 213800I86P8BAE6UVI83
Half Yearly Report
For the six months ended 28 February 2018
The Directors announce the unaudited Half Yearly Report for the
period 1 September 2017 to 28 February 2018.
Investment objective and policy
The Company's objective is to provide capital growth through
investment in companies listed on the Official List and traded on
the Alternative Investment Market ("AIM") with a market
capitalisation at the time of investment of up to GBP50 million,
which the Manager believes to be at a "point of change". The
Company will invest in unquoted investments where it is believed
that there is a likelihood of the shares becoming listed or traded
on AIM or the investee company being sold. Its investment objective
is to increase the net asset value per share at a higher rate than
other quoted smaller company trusts and the MCSI Small Cap UK
Index.
It is the Company's policy not to invest in any listed
investment companies (including listed investment trusts).
Investment strategy
Investments are selected for the portfolio only after extensive
research which the Investment Manager believes to be key. The whole
process through which equity must pass in order to be included in
the portfolio is very rigorous. Only a security where the
Investment Manager believes that the price will be significantly
higher in the future will pass the selection process. The
Investment Manager believes the key to successful stock selection
is to identify the long-term value of a company's shares and to
have the patience to hold the shares until that value is
appreciated by other investors. Identifying long-term value
involves detailed analysis of a company's earnings prospects over a
five-year time horizon.
The Company's Investment Manager is Chelverton Asset Management
Limited, an investment manager focusing exclusively on achieving
returns for investors based on UK investment analysis of the
highest quality. The founder and employee owners of Chelverton
include experienced investment professionals with strong investment
performance records who believe rigorous fundamental research
allied to patience is the basis of long-term investment
success.
Chairman's Report
Your Company has seen a decline in the net asset value per share
for the first time in many years. In the first six months of the
current year the net asset value per share fell from 85.63p to
80.82p, a decrease of 5.6%.
Over the same period, the AIM All-share index rose by 2.7%
whilst the Company's comparative index, the MSCI Small Cap UK index
rose by 1.1%. Over the same period the share price has increased
marginally from 63p to 63.5p and the shares were therefore trading
at a discount of some 21.4% at the period end.
Whilst the Brexit negotiations loom large in the UK political
orbit, the reality is that there are many other areas of great
concern in the World. These would include the proposed tariffs
which might be introduced by the United States and any subsequent
retaliatory actions by China and the European Union. The imminent
curtailment and then ending of Quantitative Easing by the ECB is
anticipated to cause severe problems in some European countries,
particularly in Italy. The ongoing conflict in Syria and the
actions of Russia around the World and of course close at home in
the UK are causing great concern.
In the past six months the fund received a recommended cash
offer of 13p per share for Lombard Risk Management which produced a
very healthy profit. No other shares have been sold in any other
companies during the period.
Part of these cash proceeds were used to re-acquire shares in
Petards, taking the shareholding back to the level we had
previously held. These purchases were however at much lower prices
than the previous shares had been sold at. The company has just
produced a very positive statement and the future prospects look
good and the share price has started to recover strongly.
Touchstar raised GBP1m of new equity capital for its development
and the fund took up its share of the issue. These funds will be
used to increase and accelerate the marketing efforts of the
company.
A large investment has been made in CEPS plc which, is a
diversified holding company for a number of niche, cash generative
businesses. The development of this business is such that once
sufficient scale has been reached its growth will become
self-funded and consequently equity issuance will then be limited,
which with expected future profits growth should logically lead to
gains in its share price.
Plutus Powergen and MTI Wireless Edge both made good progress
with little change in their share prices. Holders of the fund will
be aware that very often the companies that we invest in make
strong advances on an operational basis and that this is only
recognised in the share prices some time later.
A very modest investment of GBP72,000 was made via a small
fundraising for Zenith Energy. This business has existing onshore
oilfields in Azerbaijan and the funds will be used to enhance the
output from existing wells. The recent increase in the oil price
will of course produce a highly operationally geared result.
On the unquoted side Chelverton Asset Management, the manager of
this fund, had a very good six months and has tendered to buy back
shares from investors. The fund has tendered its holding of 2,000
shares in an oversubscribed tender at GBP160 per share after the
period end.
An additional GBP100,000 was invested in Pedalling Forth to
provide working capital to develop its own branded range.
The members' voluntary liquidation of Security Research took
place on the sale of all but one of the subsidiary companies and
63p was received in cash. An additional small sum will be received
at some point in the future.
Whilst Shareholders are aware that it is the Board's ongoing
intention to return funds to Shareholders by way of annual tenders
these can only be carried out in a meaningful and cost-effective
manner when the fund has significant cash resources. At the present
time, the Company is largely fully invested and therefore the ninth
tender offer will be delayed until significant sums have been
realised from one or more investments.
Looking to the second half of the year, and onwards, the
economic and political agenda is going to be dominated by the daily
reporting of the negotiations to leave the European Union. For
investors in this fund, the state of the UK economy is in fact far
more relevant. All of the "experts" believe that the UK economy
will continue to grow steadily into the future and, as the European
Union itself continues to exhibit signs of growth this will only go
to help. The Board therefore feel that the portfolio will continue
to make good progress.
In the future, the Board anticipates investing further sums in
those companies in the portfolio that the Board feels are
significantly undervalued.
Kevin Allen
Chairman
1 May 2018
Interim management report
The important events that have occurred during the period under
review and the key factors influencing the financial statements are
set out in the Chairman's Report. The Board considers that the
principal risks and uncertainties facing the Company remain the
same as those disclosed in the Annual Report for the year ended 31
August 2017 on pages 11 and 12 and pages 49 to 51. These risks
include, but are not limited to, market risk, discount volatility
risk, regulatory risk, financial risk and liquidity risk.
Responsibility statement
The Directors are responsible for preparing the unaudited Half
Yearly Report in accordance with applicable law and regulations.
The Directors confirm that to the best of their knowledge:
The condensed set of financial statements for the six months to
28 February 2018, has been prepared in accordance with FRS 104
"Interim Financial Reporting", gives a fair view of the assets,
liabilities, financial position and (loss)/profit of the Company;
and
this Half Yearly Report includes a fair review of the
information required by;
rule 4.2.7R of the Disclosure and Transparency Rules being an
indication of important events that have occurred during the first
six months of the financial year and their impact on the condensed
set of financial statements; and a description of the principal
risks and uncertainties for the remaining six months of the year;
and
rule 4.2.8R of the Disclosure and Transparency Rules, being
related party transactions that have taken place in the first six
months of the current financial year and that have materially
affected the financial position or performance of the Company
during that period; and any changes in the related party
transactions described in the last Annual Report that could do
so.
This Half Yearly Report was approved by the Board of Directors
on 1 May 2018 and the above responsibility statement was signed on
its behalf by Kevin Allen, Chairman.
Portfolio review
as at 28 February 2018
The Company's portfolio is set out below.
Investment Sector Valuation % of
GBP'000 total
portfolio
AIM traded
CEPS Support Services 1,292 33.1
Trading holding company for a number of
companies supplying services and products
Technology Hardware &
MTI Wireless Edge Equipment 219 5.6
Developer and manufacturer of sophisticated
antennas and antenna systems
Petards Group Support Services 460 11.8
Development, provision and maintenance
of advance security systems and related
services
Plutus Powergen Flexible Energy Supply 583 15.0
Providers of management infrastructure
and expertise to operate power plants and
provide flexible electricity generation
Technology Hardware &
Touchstar Equipment 508 13.0
Software systems for warehousing and distribution
Universe Group Support Services 41 1.1
Provision of credit fraud prevention, loyalty
and retail systems
Fully listed
Zenith Energy Oil & Gas Producers 66 1.7
International energy production and exploration
company
Nasdaq Traded
One Horizon Group Support Services 22 0.6
Provider of mobile satellite communications
equipment and airtime
Unquoted
Airways Engineering Support Services
Ordinary B Shares - -
Loan Stock - -
Commercial aviation maintenance
Anaxsys Technology Healthcare Equipment
& Services - -
A medical device company for patient monitoring
and screening
Chelverton Asset
Management Holdings Support Services 320 8.2
Investment management, including providing
services to Chelverton Growth Trust Plc
La Salle Education Support Services - -
A UK based company dedicated to improving
mathematics education.
Main Dental Support Services
Ordinary B Shares 138 3.5
Loan Stock - -
Operator of dental surgeries
Pedaling Forth General Retailers 250 6.4
Internet retailer of cycling clothing for
women
Security Research Support Services
Group 1 -
Leading provider of Local Authority residential
property searches; provision of packaging
solutions
Portfolio valuation 3,900 100.0
---------- ----------
Portfolio holdings
28 February 31 August 2017
2018
Valuation % of Valuation % of
total total
Investment GBP'000 portfolio GBP'000 portfolio
CEPS 1,292 33.1 1,292 30.7
Plutus Powergen 583 15.0 700 16.6
Touchstar 508 13.0 621 14.7
Petards Group 460 11.8 434 10.3
Chelverton Asset Management
Holdings 320 8.2 200 4.7
Pedalling Forth 250 6.4 150 3.6
MTI Wireless Edge 219 5.6 210 5.0
Main Dental Partners 138 3.5 138 3.3
Zenith Energy 66 1.7 - -
Universe Group 41 1.1 61 1.4
One Horizon Group 22 0.6 22 0.5
Security Research Group* 1 - 62 1.5
Anaxsys Technology - - - -
Airways Engineering - - - -
La Salle Education - - - -
Lombard Risk Management** - - 323 7.7
Total 3,900 100.0 4,213 100.0
---------- ---------- ---------- ----------
* Return of capital
during the period
** Sold during the period
Portfolio breakdown by sector and by index
Sector distribution % of total
Support Services 58.3
Technology Hardware & Equipment 18.6
Flexible Energy Supply 15.0
General Retailers 6.4
Oil & Gas Producers 1.7
Index distribution % of total
AIM 79.6
Unquoted 18.1
Fully listed 1.7
Nasdaq 0.6
Income statement (unaudited) for the six months to 28 February
2018
Six months to Year to Six months to
28 February 2018 31 August 2017 28 February 2017
Revenue Capital Total Revenue Capital Total Revenue Capital Total
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
(Losses)gains
on investments
at fair value
(note 4) - (228) (228) - 1,086 1,086 - 630 630
Income (note
2) - - - 5 574 579 1 250 251
Investment
management
fee (6) (17) (23) (12) (38) (50) (6) (18) (24)
Other expenses (70) (1) (71) (129) (13) (142) (64) (4) (68)
--------- --------- --------- --------- -------- -------- --------- -------- --------
Net return
on ordinary
activities
before taxation (76) (246) (322) (136) 1,609 1,473 (69) 858 789
Taxation on
ordinary activities - - - - - - - - -
--------- --------- --------- --------- -------- -------- --------- -------- --------
Net return
on ordinary
activities
after taxation (76) (246) (322) (136) 1,609 1,473 (69) 858 789
--------- --------- --------- --------- -------- -------- --------- -------- --------
Revenue Capital Total Revenue Capital Total Revenue Capital Total
pence pence pence pence pence pence pence pence pence
Return per
Ordinary share* (1.34) (4.34) (5.68) (2.13) 25.23 23.10 (1.08) 13.45 12.37
The total column of this statement is the profit and loss
account of the Company prepared in accordance with Financial
Reporting Standards ("FRS"). The supplementary revenue return and
capital return columns are prepared in accordance with the
Statement of Recommended Practice issued in November 2014 and
updated in February 2018 with consequential amendments by the
Association of Investment Companies ("AIC SORP").
All revenue and capital items in the above statement derive from
continuing operations.
A separate Statement of Other Comprehensive Income has not been
prepared as all such gains and losses are included in the Income
Statement.
The revenue column of the Income Statement includes all income
and expenses. The capital column accounts for the realised and
unrealised profit or loss on investments and 75% of the management
fee and finance costs charged to capital.
* The return per Ordinary share is based on 5,667,890 (31 August
2017: 6,377,088; 28 February 2017: 6,377,088) shares, being the
weighted average number of shares in issue during the period.
Statement of changes in equity (unaudited)
for the six months to 28 February 2018
Called Capital
up share Special Capital redemption Revenue
capital reserve* reserve reserve reserve Total
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
Six months to 28 February 2018
1 September 2017 64 1,506 3,145 125 620 5,460
Cost of shares purchased
for cancellation under
tender offer (7) (606) - 7 - (606)
Cost of shares bought
back for cancellation (2) (119) - 2 - (119)
Net return after taxation
for the period - - (246) - (76) (322)
---------- ----------- ---------- ------------ ---------- -----------
28 February 2018 55 781 2,899 134 544 4,413
---------- ----------- ---------- ------------ ---------- -----------
Year to 31 August 2017
1 September 2016 64 1,506 1,536 125 756 3,987
Net return after taxation
for the year - - 1,609 - (136) 1,473
---------- ----------- ---------- ------------ ---------- -----------
31 August 2017 64 1,506 3,145 125 620 5,460
---------- ----------- ---------- ------------ ---------- -----------
Six months to 28 February 2017
1 September 2016 64 1,506 1,536 125 756 3,987
Net return after taxation
for the period - - 858 - (69) 789
---------- ----------- ---------- ------------ ---------- -----------
28 February 2017 64 1,506 2,394 125 687 4,776
---------- ----------- ---------- ------------ ---------- -----------
*The special reserve was created by the cancellation of
the share premium account by order of the High Court on
20 January 2016.
The special reserve can be used for the purchase of the
Company's Ordinary shares.
On 4 October 2017, the Company purchased 749,765 Ordinary shares
as part of a tender offer for a total consideration of GBP606,000
including tender offer costs.
On 26 October 2017, the Company purchased 73,969 Ordinary shares
and on 9 November 2017 a further 93,053 Ordinary shares for
cancellation for a total consideration of GBP119,000.
Statement of financial position (unaudited)
as at 28 February 2018
As at 28 As at 31 As at 28
February August February
2018 2017 2017
GBP'000 GBP'000 GBP'000
Fixed assets
Investments at fair
value
(note 4) 3,900 4,213 4,596
Current assets
Debtors 3 683 353
Cash at bank 538 847 103
-------------------------- -------------------------- --------------------------
541 1,530 456
-------------------------- -------------------------- --------------------------
Creditors - amounts falling due within one year
Creditors (28) (33) (26)
Short-term loans (note
5) - (250) (250)
-------------------------- -------------------------- --------------------------
(28) (283) (276)
-------------------------- -------------------------- --------------------------
Net current assets 513 1,247 180
-------------------------- -------------------------- --------------------------
Net assets 4,413 5,460 4,776
-------------------------- -------------------------- --------------------------
Share capital and reserves
Called up share
capital 55 64 64
Special reserve 781 1,506 1,506
Capital reserve 2,899 3,145 2,394
Capital redemption
reserve 134 125 125
Revenue reserve 544 620 687
-------------------------- -------------------------- --------------------------
Equity shareholders'
funds 4,413 5,460 4,776
-------------------------- -------------------------- --------------------------
Net asset value per
Ordinary
share (note 6) 80.82p 85.63p 74.89p
-------------------------- -------------------------- --------------------------
Statement of cash flows (unaudited)
for the six months to 28 February 2018
Six months Year to Six months
to 31 to
28 February August 28 February
2018 2017 2017
GBP'000 GBP'000 GBP'000
Cash flows from operating activities
Net return on ordinary activities (322) 1,473 789
Adjustment for:
Net capital return 246 (1,609) (858)
Income credited to capital - 574 250
Expenses charged to capital (18) (51) (22)
Interest paid 3 11 5
Decrease in creditors (11) (22) (29)
Decrease/(increase) in debtors 680 (577) (247)
Cash from/(used in) operations 578 (201) (112)
--------------- ------------- ---------------
Cash flows from investing activities
Purchase of investments (486) (535) (444)
Sales of investments 571 1,333 403
--------------- ------------- ---------------
Net cash from/(used in)
investing activities 85 798 (41)
--------------- ------------- ---------------
Cash flows from financing activities
Cost of shares purchased -
for cancellation under tender (600) -
offer
Cost of shares purchased (119) -
for cancellation -
Capital repayment of loans (250) - -
Interest paid (3) (11) (5)
--------------- ------------- ---------------
Net cash used in financing
activities (972) (11) (5)
--------------- ------------- ---------------
Net (decrease)/increase
in cash (309) 586 (158)
--------------- ------------- ---------------
Cash at the beginning of
the period 847 261 261
--------------- ------------- ---------------
Cash at the end of the period 538 847 103
--------------- ------------- ---------------
1 Accounting Policies
Statement of compliance
The Company's Financial Statements for the period ended 28
February 2018 have been prepared under UK Generally Accepted
Accounting Practice (UK GAAP) and the 2014 Statement of Recommended
Practice, 'Financial Statements of Investment Trust Companies and
Venture Capital Trusts' issued in November 2014 and updated in
February 2018 with consequential amendments ('the SORP') issued by
the Association of Investment Companies.
The financial statements have been prepared in accordance with
the accounting policies set out in the statutory accounts for the
year ended 31 August 2017.
Financial information
The financial information contained in this report does not
constitute statutory accounts as defined in Section 434 of the
Companies Act 2006. The financial information for the period ended
28 February 2018 and 28 February 2017 have not been audited or
reviewed by the Company's Auditor pursuant to the Auditing
Practices Board guidance on such reviews. The information for the
year to 31 August 2017 has been extracted from the latest published
Annual Report and Financial Statements, which have been lodged with
the Registrar of Companies, contained an unqualified auditors'
report and did not contain a statement required under Section 498
(2) or (3) of the Companies Act 2006.
Going concern
The Company's assets consist mainly of equity shares in
companies which, in most circumstances are realisable within a
short timescale. The Directors believe that the Company has
adequate resources to continue in operational existence for the
foreseeable future. Accordingly, they continue to adopt the going
concern basis in preparing the accounts.
2 Income
Six months Year to Six months
to to
28 February 31 August 28 February
2018 2017 2017
GBP'000 GBP'000 GBP'000
Income from investments
Income from LLP investments - 574 250
UK net dividend income - 5 1
Total income - 579 251
------------- --------------- -----------------
3 Taxation
The tax charge for the six months to 28 February 2018 is nil
(year to 31 August 2017: nil; six months to 28 February 2017:
nil).
The Company has an effective tax rate of 0% for the year ending
31 August 2018. The estimated effective tax rate is 0% as
investment gains are exempt from tax owing to the Company's status
as an Investment Trust and there is expected to be an excess of
management expenses over taxable income.
4 Investments
28 31 August 28
February February
Fully AIM 2018 2017 2017
Listed quoted Unquoted NASDAQ Total Total Total
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
Opening book
cost - 3,500 1,287 166 4,953 4,933 4,933
Opening
investment
holding
gains/(losses) - 141 (737) (144) (740) (1,008) (1,008)
------------ ------------ -------------- ------------ ---------------- --------------- ----------------
- 3,641 550 22 4,213 3,925 3,925
Movements in
the period:
Purchases at
cost 72 314 100 - 486 535 444
Sales proceeds - (505) (66) - (571) (1,333) (403)
Gains on sales - 142 14 - 156 818 213
Movement in
investment
holding
gains/(losses) (6) (489) 111 - (384) 268 417
------------
Closing
valuation 66 3,103 709 22 3,900 4,213 4,596
------------ ------------ -------------- ------------ ---------------- --------------- ----------------
Closing book
cost 72 3,451 1,335 166 5,024 4,953 5,187
Closing
investment
holding losses (6) (348) (626) (144) (1,124) (740) (591)
------------ ------------ -------------- ------------ ---------------- --------------- ----------------
Closing
valuation 66 3,103 709 22 3,900 4,213 4,596
------------ ------------ -------------- ------------ ---------------- --------------- ----------------
Analysis of capital gains
and losses
Realised gains
on sales - 142 14 - 156 818 213
Movement in
fair value
of investments (6) (489) 111 - (384) 268 417
------------ ------------ -------------- ------------ ---------------- --------------- ----------------
(6) (347) 125 - (228) 1,086 630
------------ ------------ -------------- ------------ ---------------- --------------- ----------------
Fair value hierarchy
In accordance with FRS 102 and FRS 104 the Company must disclose
the fair value hierarchy of financial instruments.
The fair value hierarchy consists of the following three
classifications:
Level 1 - Valued using quoted prices in active markets for
identical assets or liabilities. This is usually the bid price.
Level 2 - Valued by reference to valuation techniques using
observable inputs other than quoted prices included within Level
1.
Level 3 - Valued by reference to valuation techniques using
inputs that are not based on observable market data.
Details of the Company's financial instruments are shown in the
Portfolio Review including financial instruments which fall into
Level 3 shown under the section heading "Unquoted". A summary
reconciliation of the fair value movements of Level 3 investments
is shown in the table above.
Financial assets at fair value through profit or loss;
Level 1 Level 2 Level 3 Total
GBP'000 GBP'000 GBP'000 GBP'000
At 28 February
2018
Equity investments 3,191 - 709 3,900
Total 3,191 - 709 3,900
-------- -------- -------- --------
At 31 August 2017
Equity investments 3,663 - 550 4,213
Total 3,663 - 550 4,213
-------- -------- -------- --------
At 28 February
2017
Equity investments 3,195 - 1,401 4,596
Total 3,195 - 1,401 4,596
-------- -------- -------- --------
5 Short term loans
On 17 June 2016 the Company entered in to a GBP250,000 loan
agreement with Jarvis Investment Management Limited. Interest was
payable monthly in arrears at the rate of 4.5% above the Bank of
England base rate.
The loan was repaid in full on 25 October 2017. As at the date
of this report there are no borrowings outstanding.
6 Net asset value
The basic net asset value per Ordinary share is based on net
assets of GBP4,413,000 (31 August 2017: GBP5,460,000; 28 February
2017: GBP4,776,000) and on 5,460,301 Ordinary shares (31 August
2017: 6,377,088; 28 February 2017: 6,377,088) being the number of
Ordinary shares in issue at the period end. No shares are held in
Treasury.
7 Related party transactions
Under the terms of the agreement dated 28 June 2001, the Company
has appointed Chelverton Asset Management Limited to be the
Investment Manager. Mr Horner, a Director of the Company, is also a
director of Chelverton Asset Management Limited and chairman of
CEPS PLC, in which the Company holds an investment as set out
above. Mr Martin is the Chairman of Touchstar in which the Company
holds an investment as set out above.
At 28 February 2018 there was GBP3,700 (31 August 2017:
GBP4,800; 28 February 2017: GBP4,200) payable to the Investment
Manager.
The three Directors also have individual holdings in Chelverton
Asset Management Holdings, a company which has Mr Horner as a
director and which the Company also has a direct holding. The
Directors' holdings are detailed below.
Percentage Percentage of
Loan stock of Ordinary shares Ordinary shares
held Loan stock held held
held
GBP'000 % GBP'000 %
K J Allen - - 1 1
D A Horner 1,000 93 56 56
I P Martin - - 2 2
Directors and Advisers
Directors Auditors
Kevin Allen (Chairman) Hazlewoods LLP
David Horner Windsor House
Ian Martin Bayshill Road
Cheltenham
Investment Manager GL50 3AT
Chelverton Asset Management
Limited
11 Laura Place Custodians
Bath Jarvis Investment Management
Limited
BA2 4BL 78 Mount Ephraim
Tel: 01225 483 030 Royal Tunbridge Wells
TN4 8BS
Secretary and Registered Office Tel: 01892 510 515
ISCA Administration Services
Limited
Suite 8, Bridge House Bankers
Courtenay Street HSBC
Newton Abbot 46 Market Street
TQ12 2QS Falmouth
Tel: 01392 487 056 TR11 3AA
Email: cgw@iscaadmin.co.uk
Registrar and Transfer Office
Share Registrars Limited
The Courtyard
17 West Street
Farnham
GU9 7DR
Tel: 01252 821 390
www.shareregistrars.uk.com
Information about the Company can be obtained at the Investment
Manager's website at www.chelvertonam.com. Neither the contents of
the manager's website nor the contents of any website accessible
from hyperlinks on this announcement (or any other website
incorporated into, or forms part of this announcement.
An investment company as defined under Section 833 of the
Companies Act 2006.
REGISTERED IN ENGLAND No 2989519
This information is provided by RNS
The company news service from the London Stock Exchange
END
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