Interim Management Statement

15 August 2014

PEMBROKE VCT PLC

Interim Management Statement

for the period from 1 April to 30 June 2014

Pembroke VCT plc (the "Company") presents its interim management statement for the period from 1 April to 30 June 2014, as required by the UK Listing Authority's Disclosure and Transparency Rules.

· £2.0 million invested in the quarter to 30 June

· £13.5 million committed with £12.1 million invested to date

· Interim dividend of 3p per share announced

· New B Ordinary Share offer of up to £25 million, with an over-allotment facility of up to £10 million, to be launched in September

· Change of Manager from Oakley Capital Management Limited to Oakley Investment Managers LLP, on same terms

This interim management statement contains information that covers the period up to the date of its publication.

Performance

The net asset value of the Company at 30 June 2014 was £18.2 million, unchanged from the value at 31 March 2014. In total, an additional £2 million was invested in the quarter in follow-on investments into the existing portfolio and into two new investments. Investments continue to be held at fair value, with all but three still held at cost. No further revaluations have taken place since the Annual Report and Financial Statements were published in June 2014.

Investments made in the period

In the quarter ended 30 June 2014, the Company invested a total of £2.0m comprising follow-on investment in 6 portfolio companies amounting to £1.1 million and £0.9 million in two new investments, with a further £0.2m committed.

Follow-on investments in the quarter ended 30 June 2014:

· Boom Cycle: Investment of £42,970 in new equity

· La Bottega: Investment of £270,000 in new equity

· Premium fast-food restaurant chain: Investment of £347,200 in new loan notes

· Chucs Bar & Grill: Investment of £300,000 in new loan notes

· Dilly & Wolf (formerly B Healthy Snacks): Investment of £50,000 in new equity

· Chilango: Investment of £100,000 in new equity

New investments in the quarter ended 30 June 2014:

· Bella Freud Perfume: Investment of £50,000 in new equity (Apparel & Accessories sector)

The Company has been invested in Bella Freud Limited, the clothing retail business, since November 2013, and the business has continued to perform well. Whilst developing the clothing offering, Bella has been working with Azzi Glasser, a renowned creator of perfumes, to design a new range of fragrances to complement the existing range of candles and which would benefit from the growing interest in the clothing line. The Company has committed £240,000 to the business, and has invested £50,000 to date, in order to develop the business.

· Sourced Market: Investment of £830,000 in new equity (Hospitality sector)

Sourced Market is a café, restaurant and retail company which takes the concept of a farmers' market into the convenience sector. The business sells a range of fresh British products manufactured by local producers (e.g. salads, pies and scotch eggs), Monmouth coffee, alcohol (e.g. craft beer and curated wine selection) and a range of snacks and pantry products (e.g. artisanal chocolate and biscuits). The business currently has one location in St Pancras International in Kings Cross and is looking to expand to new locations. The Company has invested £830,000 in the form of preferred equity, principally to fund further site expansion.

Investments made post-period end

Post the period end, the Company made a further new investment of £0.6 million in Penfield Inc Limited (Apparel & Accessories sector) committing £0.7m in total. This investment comprised £364,400 in new equity and £200,000 in new loan notes to aid working capital and help expand the brand in existing territories.

Penfield was founded in the US in 1975 and focuses on producing high quality outdoor wear. The range now consists of coats, anoraks, t-shirts, shorts and accessories for both men and women. The products can be purchased online, and in over 30 countries globally, in a range of large retailers (e.g. Urban Outfitters, Size, J Crew and John Lewis), independents (e.g. Present, London and Edfice, Tokyo) and premium department stores (e.g. Harrods, Selfridges, Barney's and Liberty).

New B Ordinary Share Offer

Following the success of its first offer of Ordinary Shares, The Directors of the Company had announced proposals for a new B Ordinary Share issue of up to £25 million, with an over-allotment facility of up to £10 million. The B Ordinary Shares would be a separate class of share, distinct from the existing Ordinary Shares, and with distinct rights to a separate pool of assets and liabilities. Full details of the Offer will be contained in the circular and prospectus that are expected to be published shortly.

Change of Manager

Oakley Investment Managers LLP (previously named Pembroke Investment Managers LLP) has assumed the role formerly undertaken by Oakley Capital Management Limited. There are no changes to the terms of the investment management agreement between the Company and the Manager and the management team to the Company remains the same. Oakley Investment Managers LLP is authorised and regulated by the Financial Conduct Authority.

About the Company

Pembroke VCT plc (the "Company") is a generalist VCT focused on private equity style investments in the leisure and premium brands sectors. The Company seeks to invest in a diversified portfolio of small, principally unquoted companies, selecting those which Oakley Investment Managers LLP believes provide the opportunity for value appreciation.

The Company is not aware of any significant event or transaction which has occurred between 1 April and 15 August 2014 which has had a material effect on the financial position of the Company and has not been detailed above.

For further details about the Company please either visit the Company's website,

Pembroke VCT plc

www.pembrokevct.com,

or contact:

Oakley Investment Managers LLP (Manager)

+44 20 7766 6900

Peter Dubens / Andrew Wolfson

The City Partnership (UK) Limited (Company Secretary)

0131 243 7210

Doreen Nic