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KCR Kcr Residential Reit Plc

9.00
0.00 (0.00%)
Last Updated: 08:00:04
Delayed by 15 minutes
Share Name Share Symbol Market Type Share ISIN Share Description
Kcr Residential Reit Plc LSE:KCR London Ordinary Share GB00BYWK1Q82 ORD 10P
  Price Change % Change Share Price Bid Price Offer Price High Price Low Price Open Price Shares Traded Last Trade
  0.00 0.00% 9.00 8.00 10.00 10.425 9.00 9.50 0.00 08:00:04
Industry Sector Turnover Profit EPS - Basic PE Ratio Market Cap
Real Estate Investment Trust 1.58M -166k -0.0040 -22.50 3.75M

K&C REIT PLC Interim Results (0314B)

30/03/2017 11:19am

UK Regulatory


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TIDMKCR

RNS Number : 0314B

K&C REIT PLC

30 March 2017

30 March 2017

K&C REIT plc

("K&C" or the "Company")

Interim Results for the six months ended 31 December 2016

This announcement contains inside information

K&C REIT plc (AIM: KCR), the residential real estate investment trust group, is pleased to announce its interim results for the six months to 31 December 2016. A copy of the interim report and accounts will be posted to shareholders shortly. A copy will also be available from the Company's website, www.kandc-reit.co.uk.

Highlights:

   --     NAV per share of 8.75p at 31 December 2016 
   --     Revenue up 210% to GBP233,179 (2015: GBP75,227) 
   --     Gross profit up 274% to 173,593 (2015: GBP46,361) 
   --     Share subscription for GBP500,000 by Gravity Investment Group at 10p per share 
   --     Post-period share subscription for GBP50,000 by Ms Qing Xiao at 10.5p per share 

Commenting on the results, Michael Davies, Chairman of K&C REIT, said:

"It has been an active period for the business which culminated with the recent strategic investments by Gravity Investment Group and Ms Qing Xiao, with both share subscriptions done at a significant premium to the share price. Operationally, our assets are performing well, with rents and occupancy rates up as a result of asset management initiatives and improved marketing activities. The residential market remains robust and the Group is assessing a number of opportunities that fit its investment criteria, including owning assets in the retirement residential space.

"K&C has decided to reduce the membership of its board from eight to six directors. On 31 March 2017, Tim Oakley and Christopher James will resign as directors of K&C and Patricia Farley will step down as a non-executive director. Tim and Christopher will continue to provide their expertise and skill as members of the executive board of subsidiary companies in the Group. K&C looks forward to using Patricia's unrivalled market knowledge in a consultancy capacity over the coming years. We are immensely grateful to all three of them for the dedication that they have given to the board of K&C since the formation of the Group.

"I am pleased to announce that, with effect from 1 April 2017, Chris Bateman, who owns and controls Gravity Investment Group, will join the board as a non-executive director. I look forward to working with him."

Board changes

With effect from 31 March 2017, Tim Oakley and Christopher James will step down as directors of K&C but will remain members of the executive board of subsidiary companies in the Group. Patricia Farley will step down as a non-executive director but will continue to provide consultancy services to the Group. Chris Bateman from Gravity Investment Group will join the board as a non-executive director.

Chris Bateman, aged 43, has worked in property investment and development for 20 years and is currently CEO of Gravity Investment Group, which targets investments opportunities in property, leisure and technology. Mr Bateman is also the founder and acting CEO of Primus Care, a provider of social care and healthcare for children and adults. Mr Bateman is also founder and CEO of Imperial World Resorts, which is focused on developing luxury hotels and resorts in emerging markets.

 
                                Former directorships 
 Present directorships           / partnerships held 
  / partnerships                 over past five years 
 
 Broome Park Estate Ltd         Primus Childcare Ltd 
 Broome Park Golf Resort        Primus Elderly Care 
  Ltd                            Ltd 
 Broome Park Leisure Resort     Shelf Co 100 Ltd 
  Ltd 
 GCH SPV1 Ltd                   Shelf Co 101 Plc 
 GCH SPV2 Ltd                   Shelf Co 010 Ltd 
 Gloucestershire Care Homes 
  Ltd 
 Gloucester Care Homes 
  Ltd 
 Gravity Resort Group Tambaba 
  Ltd 
 Imperial World Resorts 
  Plc 
 Industry Travel Ltd 
 IWR Caribbean Ltd 
 IWR Europe Ltd 
 Look Find Book Ltd 
 Primus Care Plc 
 Primus RE SPV1 Ltd 
 Primus RE SPV2 Ltd 
 Primus RE SPV3 Ltd 
 Primus RE SPV4 Ltd 
 Primus RE SPV5 Ltd 
 Primus Real Estate Ltd 
 Primus Reality Ltd 
-----------------------------  ---------------------- 
 

Including through his holding in Gravity Investment Group, Chris holds 2,500,000 Ordinary Shares in the Company and has agreed to subscribe to 15,000,000 Restricted Preference Shares, as previously announced by the Company on 27 January 2017.

Save as disclosed, there are no other disclosures required in relation to Rule 17 or paragraph (g) of Schedule 2 of the AIM Rules for Companies.

Contacts:

 
                 K&C REIT                                   info@kandc-reit.co.uk 
                  Dominic White, Chief executive             +44 20 3793 5236 
                  Tim James, Property director               +44 7768 833 029 
                 Stockdale Securities (nominated adviser 
                  and joint broker) 
                  Antonio Bossi / Robert Finlay / El 
                  Hanan Lee                                 +44 20 7601 6100 
                 Peterhouse Corporate Finance (joint 
                  broker) 
                  Lucy Williams / Heena Karani              +44 20 7469 0933 
                 Yellow Jersey PR 
                  Charles Goodwin/Katie Bairsto             +44 7747 788 221 
 

Notes to Editors:

K&C's objective is to build a substantial residential property portfolio that generates secure income flow for shareholders through the acquisition of SPVs (Special Purpose Vehicles) with inherent historical capital gains. The Directors intend that the group will acquire, develop and manage residential property assets in Central London and other key residential areas in the UK.

Chairman's Statement for the six months ended 31 December 2016

Dear shareholder

I have pleasure in reporting to you on the progress of the Group in the period since the year-end.

Market and strategy

K&C REIT plc ("K&C") and its subsidiaries (together the "Group") operates in the UK residential investment market. Since admission to AIM in July 2015, K&C has acquired assets in the Private Rented Sector. K&C is now broadening its activities in the residential sector to include retirement residential, which includes assisted living and residential care. The directors consider that investments in real estate associated with these sub-sectors are increasingly in demand from operators and users, given the fundamental demographic change towards an ageing population in the UK. On average, these sub-sectors deliver higher net income yields than pure residential, which should assist K&C in achieving its target of providing a sustainable, and growing, dividend yield.

As well as aiming to provide income to investors, K&C seeks to acquire residential property assets to which it can add value through asset management activities (quality improvements, rental increases, physical extensions and repositioning, small-scale development) that will increase net asset value per share. In particular, the directors search out residential blocks of apartments held within UK- incorporated companies. These provide an opportunity for K&C, by capitalising on the advantages afforded to REITs, to provide an efficient exit route for vendors that is also accretive to net asset value.

Corporate activity

On 22 December 2016 and 6 January 2017, Gravity Investment Group Limited subscribed for a total of 5.25 million ordinary shares at 10.0p per share. On 1 March 2017, Ms Qing Xiao subscribed for 476,190 ordinary shares at 10.5p per share. We consider both these to be strategic investments and we welcome these important new shareholders.

On 1 January 2017, Dominic White was appointed chief executive. Dominic comes from a real estate investment and private equity environment, having operated in both private and public real estate markets for the last 24 years. We have already benefited from his expertise in both capital and real estate markets.

K&C has decided to reduce the membership of its board from eight to six directors. With effect from 31 March 2017, Tim Oakley and Christopher James will resign as directors of K&C and Patricia Farley will step down as a non-executive director. Tim and Christopher will continue to provide their expertise and skill as members of the executive board of subsidiary companies in the Group. K&C looks forward to working with Patricia in a consultancy capacity over the coming years. We are immensely grateful to all three of them for the dedication that they have given to the board of K&C since the formation of the Group. I am pleased to announce that, with effect from 1 April 2017, Chris Bateman, who owns and controls Gravity Investment Group, will join the board as a non-executive director.

Operations

The Group has not made any acquisitions since 30 June 2016. During the period, our active subsidiaries have traded well:

K&C (Coleherne) Limited has increased rents and occupancy rates as a result of asset management initiatives.

K&C (Osprey) Limited continues to exceed our expectations, with revenue significantly improved compared to the same period last year under its previous ownership, as the company has improved its marketing activities and redesigned and relaunched its website.

Financial

The financial results for the six months to 31 December 2016 show a consolidated loss of GBP415,841. Income for the period was GBP233,179 compared to GBP75,227 in the comparable six months to 31 December 2015.

Net asset value per share declined to 8.75 pence, combining the accretive impact of new capital raised at 10p per share and the negative effect of the loss for the period.

Future prospects

The Group's objective is to build a portfolio of high-quality assets in the residential sector that combine growing rental income and improving property valuation. This combination would support a sustainable dividend and a growth in net asset value per share. K&C's investments last year were the start of building such a portfolio. The widened strategy that now includes owning assets (but not operating businesses) in the retirement residential sub-sector - assisted living and residential care - ought to assist further progress towards that objective. K&C is reviewing several interesting opportunities in the residential sector that fit its rigorous acquisition criteria. I hope to report further developments to you in the near future.

Michael Davies

Chairman

29 March 2017

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME FOR THE SIX MONTHSED 31 DECEMBER 2016 (unaudited)

 
                                      SIX MONTHS                      SIX MONTHSEDED                         YEARED 
                                      31 DECEMBER                     31 DECEMBER                     30 JUNE 
                                          2016 
                                                                         2015                           2016 
                                                                                                     (audited) 
 
                     Notes                GBP                            GBP                           GBP 
 Revenue                                           233,179                         75,227                      151,417 
 Cost of sales                                    (59,586)                       (28,866)                     (60,240) 
                            ------------------------------  -----------------------------  --------------------------- 
 
 GROSS PROFIT                                      173,593                         46,361                       91,177 
 Profit on                                               -                         17,736                            - 
 disposal of 
 investment 
 properties 
                            ------------------------------  -----------------------------  --------------------------- 
 
 Total profit 
  before 
  expenses                                         173,593                         64,097                       91,177 
 Administrative 
  expenses                                       (348,876)                      (323,043)                    (513,367) 
 Share-based 
  payment 
  charge                                          (74,644)                      (126,561)                    (212,655) 
 Revaluation of 
  investment 
  properties                                             -                              -                      250,000 
                            ------------------------------  -----------------------------  --------------------------- 
 
 Operating loss 
  before 
  exceptional 
  items                                          (249,927)                      (385,507)                    (384,845) 
 Gain on bargain 
  purchase                                               -                        364,783                    1,541,829 
 AIM admission 
  costs                                                  -                      (780,728)                    (786,578) 
 Costs of 
  acquisition 
  of subsidiaries                                  (8,463)                      (100,202)                    (469,848) 
 Costs associated                                 (61,110)                              -                            - 
 with 
 third party 
 fundraising 
                            ------------------------------  -----------------------------  --------------------------- 
 
 Operating loss        3                         (319,500)                      (901,654)                     (99,442) 
 Finance costs                                    (96,347)                       (36,975)                     (73,009) 
 Finance income                                          6                              -                        3,138 
                            ------------------------------  -----------------------------  --------------------------- 
 
 Loss before 
  taxation                                       (415,841)                      (938,629)                    (169,313) 
 Taxation                                                -                              -                      104,942 
                            ------------------------------  -----------------------------  --------------------------- 
 
   Loss for the 
   period/year                                   (415,841)                      (938,629)                     (64,371) 
                            ------------------------------  -----------------------------  --------------------------- 
 
 Total 
  comprehensive 
  expense for the 
  period/year                                    (415,841)                      (938,629)                     (64,371) 
                            ------------------------------  -----------------------------  --------------------------- 
 
   Basic and 
   diluted loss 
   per share 
   (pence)              4                           (0.89)                         (2.20)                       (0.15) 
 
 

CONSOLIDATED STATEMENT OF FINANCIAL POSITION

At 31 December 2016 (unaudited)

 
                                             31 DECEMBER         31 DECEMBER        30 JUNE 
                                                 2016                2015             2016 
                                                                                   (audited) 
                                  Notes          GBP                 GBP              GBP 
 Non current assets 
 Property, plant and 
  equipment                                            2,287              1,453          2,730 
 Investment properties              5              7,126,000          4,473,198      7,126,000 
                                         -------------------  -----------------  ------------- 
 
                                                   7,128,287          4,474,651      7,128,730 
                                         -------------------  -----------------  ------------- 
 Current assets 
 Trade and other receivables                          49,115             13,676         24,262 
 Cash and cash equivalents                            50,231            486,054        250,650 
                                         -------------------  -----------------  ------------- 
 
                                                      99,346            499,730        274,912 
                                         -------------------  -----------------  ------------- 
 
 Total assets                                      7,227,633          4,974,381      7,403,642 
                                         -------------------  -----------------  ------------- 
 Equity 
 Shareholders' equity 
 Share capital                      6                492,856            437,856        467,856 
 Share premium                                     4,345,984          3,850,984      4,120,984 
 Capital redemption reserve                           67,500             67,500         67,500 
 Retained deficit                                  (592,124)        (1,211,279)      (250,927) 
                                         -------------------  -----------------  ------------- 
 
 Total equity                                      4,314,216          3,145,061      4,405,413 
                                         -------------------  -----------------  ------------- 
 Non-current liabilities 
 Financial liabilities 
  - borrowings 
 Interest bearing loans 
  and borrowings                                   2,674,368          1,429,522      2,690,108 
 
 Current liabilities 
 Trade and other payables                            208,318            107,832        277,960 
 Current portion of borrowings                        30,731             60,228         30,161 
 Taxation payable                                          -              3,738              - 
 Loan notes                                                -            228,000              - 
                                         -------------------  -----------------  ------------- 
 
                                                     239,049            399,798        308,121 
                                         -------------------  -----------------  ------------- 
 Total liabilities                                 2,913,417          1,829,319      2,998,229 
                                         -------------------  -----------------  ------------- 
 Total equity and liabilities                      7,227,633          4,974,381      7,403,642 
                                         -------------------  -----------------  ------------- 
 Net asset value per 
  share (pence)                                         8.75               7.20           9.42 
 
 

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR THE SIX MONTHSED 31 DECEMBER 2016 (unaudited)

 
                                                   Capital 
                           Share       Share    redemption      Retained       Total 
                         capital     premium       reserve       deficit      equity 
                             GBP         GBP           GBP           GBP         GBP 
 Balance at 1 
  July 2015                7,500           -        67,500     (399,211)   (324,211) 
 Changes in equity 
 Issue of share 
  capital                430,356   3,850,984             -             -   4,281,340 
 Total comprehensive 
  expenses                     -           -             -     (938,629)   (938,629) 
 Share-based payment 
  charge                       -           -             -       126,561     126,561 
                       =========  ==========  ============  ============  ========== 
 Balance at 31 
  December 2015          437,856   3,850,984        67,500   (1,211,279)   3,145,061 
 Changes in equity 
 Issue of share 
  capital                 30,000     270,000             -             -     300,000 
 Total comprehensive 
  income                       -           -             -       874,258     874,258 
 Share-based payment 
  charge                       -           -             -        86,094      86,094 
                       =========  ==========  ============  ============  ========== 
 Balance at 30 
  June 2016              467,856   4,120,984        67,500     (250,927)   4,405,413 
 Changes in equity 
 Issue of share 
  capital                 25,000     225,000             -             -     250,000 
 Total comprehensive 
  income                       -           -             -     (415,841)   (415,841) 
 Share-based payment 
  charge                       -           -             -        74,644      74,644 
                       =========  ==========  ============  ============  ========== 
 Balance at 31 
  December 2016          492,856   4,345,984        67,500     (592,124)   4,314,216 
                       =========  ==========  ============  ============  ========== 
 

CONSOLIDATED STATEMENT OF CASH FLOWS

At 31 December 2016 (unaudited)

 
                                             SIX MONTHS     SIX MONTHS         YEAR 
                                             31 DECEMBER    31 DECEMBERED 
                                                2016            2015          30 JUNE 
                                                                                2016 
                                                                             (audited) 
                                   Notes        GBP             GBP             GBP 
  Cash flows from operating 
   activities 
   Loss for the period 
   Adjustments for 
   Depreciation charges 
   Profit on disposal 
   of investment properties 
   Increase in taxation 
   payable                                     (415,841)       (938,629)       (169,313) 
   Share-based payment 
   charge                                            443               -             686 
   Revaluation of investment                           -         (17,736        (23,698) 
   properties                                          -           3,738               - 
   Gain on bargain purchase                       74,644         126,561         212,655 
   Finance income                                      -               -       (250,000) 
   (increase)/decrease                                 -       (364,783)               - 
   in trade & other receivables                      (6)               -     (1,544,967) 
   Decrease in trade and                        (24,853)         232,294         221,708 
   other payables                               (69,642)       (286,854)       (110,738) 
                                           -------------  --------------  -------------- 
 
   Net cash used in operating 
   activities                                  (435,255)     (1,245,409)     (1,663,667) 
                                           -------------  --------------  -------------- 
 
  Cash flows from investing 
   activities 
   Purchase of tangible 
    fixed assets                                       -         (1,453)         (3,416) 
   Sale of investment property                         -         236,094         715,254 
   Acquisition of subsidiaries                         -     (3,330,000)     (4,630,000) 
   Interest received                                   6               -           3,138 
                                           -------------  --------------  -------------- 
 
   Net cash from/(used 
   in) investing activities                            6     (3,095,359)     (3,905,024) 
                                           -------------  --------------  -------------- 
 
  Cash flows from financing 
   activities 
   Loan repayments in year                      (15,170)       (231,000)       (874,000) 
   Increase in borrowings                              -       1,489,750       2,720,269 
   Share issues                                  250,000       3,566,340       3,981,340 
                                           -------------  --------------  -------------- 
 
   Net cash from financing 
   activities                                    234,830       4,825,090       5,827,609 
 
 
  (Decrease)/increase 
   in cash and cash equivalents                (200,419)         484,322         248,918 
   Cash and cash equivalents 
    at beginning of period                       250,650           1,732           1,732 
                                           -------------  --------------  -------------- 
 
   Cash and cash equivalents 
   at end of period                               50,231         486,054         250,650 
 
 

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE SIX MONTHSED 31 DECEMBER 2016 (unaudited)

   1.          BASIS OF PREPARATION 

The Company is domiciled in England and Wales. The consolidated financial statements for the six months ended 31 December 2016 comprise those of the Company and its subsidiaries. The Group is primarily involved in UK property ownership and letting.

Statement of compliance

This consolidated interim financial report has been prepared in accordance with IAS 34 Interim Financial Reporting. Selected explanatory notes are included to explain events and transactions that are significant to an understanding of the changes in the financial performance and position of the Group since the last annual consolidated financial statements for the year ended 30 June 2016. This consolidated interim financial report does not include all the information required for full annual financial statements prepared in accordance with International Financial Reporting Standards. The financial statements are unaudited and do not constitute statutory accounts as defined in section 434(3) of the Companies Act 2006.

A copy of the audited annual report for the year ended 30 June 2016 has been delivered to the Registrar of Companies. The auditor's report on these accounts was unqualified and did not contain statements under s498(2) or s498(3) of the Companies Act 2006.

This consolidated interim financial report was approved by the Board of Directors on 29 March 2017.

Significant accounting policies

The accounting policies applied by the Group in this consolidated interim financial report are the same as those applied by the Group in its consolidated financial statements for the year ended 30 June 2016.

   2.          OPERATING SEGMENTS 

The Group is involved in UK property ownership and letting and is, therefore, considered to operate in a single geographical and business segment.

   3.          OPERATING LOSS 

The operating loss is stated after charging:

 
                                             SIX MONTHS              SIX MONTHS              YEAREDEDED                 30 JUNE 
                                            31 DECEMBER             31 DECEMBER                    2016 
                                                   2016                    2015 
                                                    GBP                     GBP                     GBP 
 Costs associated with 
  admission to AIM                                    -                 780,728                 786,578 
 Costs associated with 
  the acquisition of subsidiaries                 8,463                 100,202                 469,848 
 Costs associated with                           61,110                       -                       - 
  third party fundraising 
 Directors remuneration                          25,750                  13,780                  23,000 
 

During the period, the Company paid (i) Perry Cane, a consultancy business owned by James Cane, fees of GBP10,000 plus VAT (2015 - GBP61,000), (ii) CD James (Property Consultants) Limited, a company owned by Christopher James, fees of GBP10,000 (2015 - GBPnil) and (iii) DGS Capital Partners LLP, a business partly owned by Michael Davies, fees of GBP20,000 for his services as chairman (2015 - GBPnil).

The directors are considered to be the key management personnel.

   4.     BASIC AND DILUTED LOSS PER SHARE 

The calculation of loss per share for the six months to 31 December 2016 is based on the loss for the period attributable to ordinary shareholders of GBP415,841 divided by the weighted average number of ordinary shares in issue of 46,907,906 (June 2016 - GBP64,371/43,711,358).

In the opinion of the directors, all of the outstanding share options and warrants are anti-dilutive and, hence, basic and fully diluted loss per share are the same.

   5.          INVESTMENT PROPERTIES 
 
                            SIX MONTHS           SIX MONTHS          YEAREDEDED              30 JUNE 
                            31 DECEMBER          31 DECEMBER             2016 
                                2016                2015 
                                GBP                 GBP                  GBP 
 At start of period       7,126,000                   691,556      7,126,000 
 Additions                                 -      4,000,000                         - 
 Disposals                                 -       (218,358)                        - 
                      ----------------------  ---------------  ---------------------- 
 At end of period         7,126,000               4,473,198        7,126,000 
                      ----------------------  ---------------  ---------------------- 
 

One investment property was valued by an independent valuer who is a Member of the Royal Institution of Chartered Surveyors (MRICS) on an open market value basis as at 30 June 2016. The directors consider that the valuation of the property, on an open market value, at 31 December 2016 was GBP4,250,000 (June 2016 - GBP4,250,000; December 2015 - GBP4,000,000).

The remaining investment properties were valued at GBP2,876,000 by professionally qualified independent external valuers on 27 May 2016. The directors consider that the valuation of the property, on an open market value, at 31 December 2016 was GBP2,876,000 (June 2016 - GBP2,876,000).

   6.          SHARE CAPITAL 

Allotted, issued and fully paid

 
   Number      Class     Nominal Value   31 December   31 December   30 June 
                                             2016          2015        2016 
                                             GBP           GBP         GBP 
 49,285,623   Ordinary      GBP0.01        492,856       437,856     467,856 
 

On 23 December 2016, the Company issued 2,500,000 ordinary shares of GBP0.01 each. The shares were issued at a premium of GBP0.09 per share.

The Company has one class of ordinary share which carries no rights to fixed income.

   7.          SHARE BASED PAYMENTS 

The expense recognised during the period is shown in the following table:

 
                                         31          31          30 
                                   December    December        June 
                                       2016        2015        2016 
                                        GBP         GBP         GBP 
 Expense arising from share 
  options                            74,644      87,815     155,065 
 Expense arising from warrants            -      38,746      57,950 
 
 
   Total expense                     74,644     126,561     212,655 
 
 

Executive share option arrangements

Under the Group's executive share option arrangements, share options were granted to certain senior executives and directors on admission to trading on AIM at GBP0.01 per share. The share options vest if and when the Group's gross assets under management reach GBP25 million and the Group's net asset value per share reaches GBP0.105 provided the participant remains employed at such time. The share options will not vest if the performance targets are not met and expire on the date immediately preceding the date of the fifth anniversary of the date of vesting. The contractual term of each share option is estimated to be five years. There are no cash settlement alternatives.

The executive directors' interests in share options were as follows:

 
             Balance                       Balance 
                at 1                         at 31 
                July      Exercised       December 
 Director       2016     or forfeited         2016 
 
 
James Cane           180,000  -180,000 
Christopher James    600,000  -600,000 
Timothy James        810,000  -810,000 
Timothy Oakley       300,000  -300,000 
Oliver Vaughan       810,000  -810,000 
 

300,000 executive share options were in issue to other staff members at the end of 31 December 2016.

Non-executive share option plan

Under the Group's non-executive share option plan, share options were granted to certain non-executive directors on admission to trading on AIM at GBP0.10 per share and to a past non-executive director in July 16 at GBP0.10 per share. There are no vesting conditions. The non-executive share options do not have any performance criteria attached to them and may be exercised at any time during the period commencing one year from the date of admission to trading on AIM and ending on the date immediately preceding the date of the tenth anniversary of the date of admission to trading on AIM.

The non-executive directors' interest in share options are as follows:

 
                   Balance                   Balance 
                      At 1                     at 31 
                      July      Exercised   December 
 Director             2016   or forfeited       2016 
Michael Davies           -              -            - 
Patricia Farley    144,493              -      144,493 
 
 

On 11 July 2016, 460,000 non-executive share options were issued to a past non-executive director.

Founder warrants

On 8 September 2014, 750,000 warrants to subscribe for one ordinary share at GBP0.10 per share at any time before 31 December 2018 were issued to shareholders. The interests of the directors in warrants at 31 December 2016 were as follows:

Name

 
James Cane            10,000 
Michael Davies             - 
Patricia Farley       20,000 
Christopher James    100,000 
Timothy James        175,000 
Timothy Oakley        50,000 
Oliver Vaughan       175,000 
 

There have been no changes in the directors' interests in founder warrants since the period-end.

Allenby warrant

On admission, the Company granted Allenby Capital Limited a warrant to acquire 437,856 ordinary shares at GBP0.10 per share, exercisable within five years of admission, namely by 3 July 2020.

Warrants

On 24 May 2016, 1,500,000 warrants were issued to a number of potential lenders to the Company to subscribe for one ordinary shares at GBP0.10 per share at any time before 24 May 2021.

Movements during the period

The following table illustrates the number of, and movements in, share options and warrants during the period:

 
  Executive    Non-executive 
      share            share       Founder      Allenby 
    options          options      warrants     warrants    Warrants 
 
 
Outstanding at 
 31 December 2015    3,000,000   144,493  750,000  437,856          - 
Granted during 
 the period                  -         -        -        -  1,500,000 
                     ---------  --------  -------  -------  --------- 
Outstanding at 
 30 June 2016        3,000,000   144,493  750,000  437,856  1,500,000 
Granted during 
 the period                  -   460,000        -        -          - 
Outstanding at 
 31 December 2016    3,000,000   604,493  750,000  437,856  1,500,000 
 

The following table lists the inputs to the models used:

 
                               Executive      Non-executive 
                                   share              share        Founder warrants         Allenby    Warrants 
                                 options            options                                warrants 
Share price at grant date 
 (GBP)                              0.10               0.10                    0.10            0.10        0.07 
 Exercise price (GBP)               0.01               0.10                    0.10            0.10        0.10 
Dividend yield (%)                  0.00               0.00                    0.00            0.00        0.00 
Expected volatility (%)            50.00               50.0                    50.0            50.0       43.21 
  50.0 
Risk-free interest rate 
 (%)                               0.950              0.535                   0.535           0.535        0.27 
Expected life of share 
 options/warrants (years)           5.00               3.00                    2.60            3.00        3.00 
Fair value of share 
 option/warrant (GBP)             0.0907             0.0340                  0.0318          0.0340       0.013 
 

The expected lives of the share options and warrants are based on historical data and current expectations and are not indicative of exercise patterns that may occur. The expected volatility reflects the assumption that the historical volatility of comparator companies over a period similar to the life of the share options is indicative of future trends, which may not necessarily be the actual outcome.

   8.           POST-BALANCE SHEET EVENTS 

Share issues

Since 31 December 2016, the Company has issued ordinary shares as follows:

(a) On 6 January 2017, the Company issued 2,750,000 ordinary shares at 10p per share to Gravity Investment Group Limited for a total consideration of GBP275,000

(b) On 24 February 2017, the Company issued 240,000 ordinary shares at 10p per share in settlement of fees

(c) On 1 March 2017, the Company issued 476,190 ordinary shares at 10.5p per share to Ms Qing Xiao.

Cancellation of executive option arrangements

On 26 January 2017, the Company entered into deeds with each of Timothy James, James Cane, Christopher James, Oliver Vaughan, Timothy Oakley and Benjamin James by which each individual agreed that the executive options granted on admission of the Company to trading on AIM would be cancelled if they were allotted an agreed number of restricted preference shares of one penny each ("Restricted Preference Shares") at one penny per Restricted Preference Share.

New articles of association

On 20 February 2017, the Company in general meeting adopted new articles of association, which can be found on the Company's website (www.kandc-reit.co.uk). The principal change to the articles of association was to set out the rights attaching to Restricted Preference Shares.

Issue of Restricted Preference Shares

On 22 February 2017, the Board approved the allotment of Restricted Preference Shares, at one penny per Restricted Preference Share, to the following directors and entities (which correspond to the amounts set out in the circular posted to shareholders on 27 January 2017 (the "Circular") for those directors and entities:

 
                              Restricted 
                              Preference        Amount 
                                  Shares    subscribed 
 Name                       No. allotted           GBP 
------------------------  --------------  ------------ 
 White Amba Limited, a 
  company controlled by 
  Dominic White                5,000,000        50,000 
 James Cane                      300,000         3,000 
 Timothy Oakley                3,000,000        30,000 
 Oliver Vaughan                8,100,000        81,000 
 Total                        16,400,000    GBP164,000 
                          --------------  ------------ 
 

Further allotments to other executives, also in the amounts set out in the Circular, are expected to be made after the announcement of the interim results of the Group in March 2017.

Appointment of joint-broker

On 16 February 2017, the Company appointed Peterhouse Corporate Finance Limited ("Peterhouse") as its joint broker. Peterhouse will focus on non-institutional investors.

Payment to a former director

Further to the Company's announcement dated 11 July 2016 concerning the payment to a former director, Mr George Rolls, of a fee of GBP25,000 conditional on a further fundraising, this fee was paid to Mr Rolls during March 2017.

This information is provided by RNS

The company news service from the London Stock Exchange

END

IR MMGFFGGDGNZM

(END) Dow Jones Newswires

March 30, 2017 06:19 ET (10:19 GMT)

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