TIDMKCR

RNS Number : 5677G

KCR Residential REIT PLC

30 March 2022

30 March 2022

KCR Residential REIT plc

("KCR" or the "Company")

Interim Results

KCR Residential REIT plc, the residential REIT group, is pleased to announce its unaudited consolidated interim results for the six months to 31 December 2021.

Operational highlights

-- Revenue for the six months to 31 December 2022 increased by 27% to GBP604,583 (2020: GBP475,407) and gross profit improved by 26% to GBP585,702 (2020: GBP465,030)

-- Portfolio level occupancy - 100% of all available flats let, and rental values achieved have marginally increased with capital values holding firm.

-- Net total assets increased to GBP27.3m (2020: GBP24.2m) following the partial exercise of the Torchlight option which resulted in net asset value per share reducing to 33.03p (2020: 40.86p). The cash position as at 31 December 2021 was GBP2.8m (2020: 0.4m)

-- Secured bank borrowings increased to GBP13.2 million (2020: GBP12.6 million) following the completion of refinancing transactions across the portfolio.

Contacts:

 
  KCR Residential REIT plc                     info@kcrreit.com 
                                               +44 20 3793 5236 
  Russell Naylor, Executive Director 
   James Thornton, Non-Executive Chairman 
 
  Arden Partners plc                           +44 20 7614 5900 
  Richard Johnson 
  Louisa Waddell 
  Benjamin Onyeama-Christie 
 

Notes to Editors:

KCR's objective is to build a substantial residential property portfolio that generates secure income flow for shareholders. The Directors intend that the group will acquire, develop and manage residential property assets in a number of jurisdictions including the UK.

A copy of the Interim Results will be available at www.kcrreit.com .

CHAIRMAN'S STATEMENT

FOR THE SIX MONTHSED 31 DECEMBER 2021

KCR Residential REIT plc ("KCR" or the "Company") and its subsidiaries (together the "Group") currently operate in the private rented residential investment market in London and the South East. The Company acquires whole blocks of studio, one- and two-bed apartments that are rented to private tenants and also operates and owns freeholds of a portfolio of retirement living accommodation, and other properties sold on long leases.

During the period, as activity levels rose in London and the South East and Covid risk within a vaccinated UK population reduced, a general influx to the city and a return to the office fuelled higher prices in general for property sales and increased rental demand. Positively for KCR, rents improved as our refurbished apartments let into this environment and occupancy on properties available across the portfolio is currently 100% with nominal rental arrears. However, the operating environment continued to be challenging with further friction in the economy following from supply chain disruption, and with cost pressures rising for the Company and consumer alike.

KCR has taken a significant number of positive steps forward in its operations during the period with further considerable progress made towards achieving breakeven from the existing portfolio. Each of the detailed operating activities is set out in the Director's report below, but I should highlight here the letting up of the eight available apartments of the ten at the refurbished Coleherne Road property.

A capital position has been put in place to move forward with the next stages of upgrading the existing portfolio, with some potential support for future development. Equity capital of GBP2.7m was received in November 2021 as a result of the partial exercise of the Torchlight option approved by shareholders in 2019, while refinancing of the final two existing properties on a fixed rate basis, with extended terms at reduced rates, improved the debt funding position.

Sadly, it is impossible not to mention war in Ukraine. Supply shortfalls of oil and gas, and consumer dietary staples, have delivered a sudden major shock to European and the UK economies. This situation looks set to continue for a sustained period with significant increases in the prices of these and other commodities. As we come to terms with this change the full impact on the UK economy is unclear. However, the risk of potential future stagflation clearly rises as consumers battle with these added costs and planned tax increases on top of already significantly heightened inflation levels.

KCR will therefore likely be operating within a much more volatile and potentially restrained economic environment going forward, and while portfolio opportunities may arise for the Company from this market dislocation, from an operating perspective presently the environment is unlikely to be improved. KCR continues to work within a specific segment of rented residential that is in high demand, is confident that the UK residential rented property market is fundamentally under-supplied, and therefore that it is building a sustainable long term future for the Company.

DIRECTOR'S REPORT

FOR THE SIX MONTHSED 31 DECEMBER 2021

We are pleased to report on the progress of the Group in the six-month period to 31 December 2021.

Property portfolio

KCR has continued to progress the implementation of its two operating strategies. As outlined in the 2021 Annual Report, KCR is in the process of creating two operating lines, clearly identifiable by brand, property quality and letting strategy.

1. Cristal Apartments. Residential apartments, developed to a high modern specification, furnished and let on a Walk-In-Walk-Out (WIWO) basis (the intention is for utilities, internet, furniture, council tax to be included in the rental payment) for a frictionless and flexible letting experience. Rental contracts may be from a week to multi-year.

2. Osprey Retirement Living. 4* retirement living property rented on the same basis as above, with optionality on furniture. Rental contracts to be assured shorthold tenancies (six months plus).

   1.    Cristal Apartments (WIWO letting strategy) 

The Coleherne Road property has been repositioned and now delivers the higher quality style of apartments that the Cristal brand represents. Planning works are underway to explore options (including extensions) for the Ladbroke Grove properties to reposition these properties and optimise the existing footprint.

-- The property at Coleherne Road, Earls Court, London, which comprises ten studio and one-bedroom flats, has undergone a refurbishment to significantly improve the interior and exterior quality of the property. Works to eight of the ten flats have been completed in full with letting up commencing during the half year and full occupancy (of the eight completed flats) being achieved during the December quarter. Revenue from this property will continue to drive enhanced gross revenue for the Group. Reduced direct operating costs (particularly maintenance) will substantially increase the contribution that the property makes to net income. Legal action is continuing to obtain vacant possession to enable completion of works to the last two flats.

-- The Southampton block of 27 residential units at Deanery Court, Chapel Riverside is 100% occupied. A number of units are rented to short-let operators. As KCR receives these units back from the tenants, mostly within the next 12 months, it intends to move to renting them on a WIWO basis which is expected to result in an increased revenue from the property. Implementation of this strategy is expected to commence during the June 2022 quarter.

-- The Ladbroke Grove portfolio of 16 units is 100% occupied. Increased supply from short let flats in this catchment area had an impact on void periods for this property. Some refurbishment works have been completed to upgrade the standard of previously vacant flats in order to secure tenants. As outlined above, planning work is underway to explore options for more substantive upgrades / extensions to this portfolio.

   2.    Osprey retirement living (4* retirement apartments) 

-- The Osprey retirement living portfolio and other properties consists of 159 flats and 13 houses let on long leases in six locations, together with an estate consisting of 30 freehold cottages in Marlborough where Osprey delivers estate management and sales services.

-- The key asset in the portfolio representing 70% of the Osprey portfolio value is the freehold block at Heathside, Golders Green, where 28 of the 37 residential units are held on long leases. The strategy continues to be to selectively acquire long-leasehold units in the block, subject to pricing, refurbish the units to a high level and let them in the open market subject to assured shorthold tenancies. An additional lease surrender was completed during the half year and this apartment is currently subject to refurbishment works to lift the standard of the apartment. Works are expected to be complete in the next few weeks with rental income contribution commencing during the June 2022 quarter. This strategy has been successful; 100% of the eight acquired units are let, with those that have had refurbishment works completed achieving materially higher rental levels than the un-refurbished apartments. As outlined in the 2021 Annual Report, Osprey has also successfully taken back management of the Heathside property with handover from the existing manager due to occur early April 2022. This will enable Osprey to have greater control over the positioning of the building as a whole and also deliver increased incremental management revenue to the Group. In advance of hand over planning is well advanced for a works programme to upgrade / enhance the common parts and exterior of the property.

The Company continues to investigate the potential to enhance value through redevelopment and roof extensions at four of the seven sites. Outline proposals and discussions with planning authorities have been positively received. Legal, structural and economic viability work continues at each project.

Rental and occupancy performance

KCR increased gross revenue by 27% for the six months to GBP604,583 (2020: GBP475,407) and gross profit improved 26% to GBP585,702 (2020: GBP465,030). Improvement in gross revenue was predominantly driven by the letting up of Coleherne Road during the half year and leasehold extension income.

Portfolio level occupancy is high (currently 100% of all available flats are let), rental values achieved have marginally increased and capital values hold firm.

Financial

Revenue and gross margins improved in the six months to 31 December 2021. Administration costs continued to be controlled with the marginal increase compared to prior period a result of legal costs associated with taking back management of the Heathside property and planning costs as work progresses across the portfolio.

   --    Revenue increased to GBP604,583 (2020: GBP475,407) an increase of 27% 
   --    Gross profit improved by 26% to GBP585,702 (2020: GBP465,030) 

-- Operating profit before separately disclosed items improved to GBP136,280 (2020: GBP121,780 loss) primarily due to the revaluation uplift following the acquisition of an additional apartment at Heathside

-- Operating profit increased to GBP101,598 (2020: GBP620,745 loss) which included GBP34,682 (2020: GBP498,965) of property refurbishment costs

-- Loss for the period was GBP254,265 (2020: GBP859,476) and loss per share reduced to 0.77p (2020: 3.12p)

KCR's property portfolio value was slightly higher than the comparative half year at GBP24.4 million (2020: GBP23.7 million) reflecting the acquisition of an additional apartment at Heathside and capitalised works relating to the refurbishment program (partially offset by the completion of the sale of the Lomond Court property). The Group's current assets increased to GBP2,875,087 (2020: GBP464,836) with improvement in current assets driven predominantly by the proceeds received from partial exercise of the Torchlight option. Trade and other payables increased to GBP368,629 (2020: GBP257,495). Current liabilities reduced significantly to GBP368,629 (2020: GBP1,843,683) following the successful refinance of one of KCR's debt facilities which was reflected as a current liability in the prior period. Following the completion of refinancing transactions across the portfolio, secured bank borrowings increased to GBP13.2 million (2020: GBP12.6 million). Refinancing activity reduced overall debt costs and provided a small level of additional funding which is being used to support Group activities.

Total assets increased to GBP27.3m (2020: GBP24.2m) following the partial exercise of the Torchlight option which resulted in net asset value per share reducing to 33.03p (2020: 40.86p).

KCR's near term focus remains on achieving a break-even overall position by improving rental income from existing assets through a) the WIWO letting strategy, and b) refurbishment to improve building quality, and enhancing gross rental returns while optimising property management to reduce costs. Active focus on managing corporate overheads is ongoing.

Throughout the year, the company remained a REIT and has endeavoured to comply with REIT rules throughout the period and since the balance sheet date.

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

FOR THE SIX MONTHSED 31 DECEMBER 2021 (unaudited)

 
                                                 Six months        Six months 
                                                   ended 31          ended 31             Year ended 
                                                   December          December                30 June 
                                                       2021              2020         2021 (audited) 
                                         Notes          GBP               GBP                    GBP 
 
 Revenue                                   2        604,583           475,407              1,036,011 
 Cost of sales                                     (18,881)          (10,377)               (20,606) 
                                                -----------       -----------       ---------------- 
 
 Gross profit                                       585,702           465,030              1,015,405 
 
 Administrative expenses                          (599,322)         (591,818)            (1,102,869) 
 Other operating income                               4,900             5,008                  2,803 
 Fair value through profit and 
  loss - Revaluation of investment 
  properties                                        145,000                 -                501,330 
 
 Operating profit/(loss) before 
  separately disclosed items                        136,280         (121,780)                416,669 
 
 Costs of refurbishment of investment 
  properties                               3       (34,682)         (498,965)              (844,200) 
                                                -----------       -----------       ---------------- 
 
 
 Operating profit/(loss)                            101,598         (620,745)              (427,531) 
 
 Finance costs                                    (355,866)         (239,392)              (497,432) 
 Finance income                                           3               661                    729 
                                                -----------       -----------       ---------------- 
 
 Loss before taxation                             (254,265)         (859,476)              (924,234) 
 
 Taxation                                                 -                 -                      - 
                                                -----------       -----------       ---------------- 
 
 Loss for the period/year                         (254,265)         (859,476)              (924,234) 
                                                -----------       -----------       ---------------- 
 
 Total comprehensive expense for the 
  period/year                                     (254,265)         (859,476)              (924,234) 
                                                ===========       ===========       ================ 
 Loss per share expressed in pence         4 
  per share 
  Basic                                              (0.77)            (3.12)                 (3.34) 
  Diluted                                            (0.33)            (1.11)                 (1.19) 
                                                ===========       ===========       ================ 
 

CONSOLIDATED STATEMENT OF FINANCIAL POSITION

AT 31 DECEMBER 2021 (unaudited)

 
                                                                 31 
                                          31 December      December   30 June 2021 
                                                 2021          2020      (audited) 
                                  Notes           GBP           GBP            GBP 
 Non-current assets 
 Property, plant and equipment                 14,477        34,892         23,378 
 Investment properties              5      24,407,000    23,662,120     24,262,000 
 
                                           24,421,477    23,697,012     24,285,378 
                                         ------------  ------------  ------------- 
 
 Current assets 
 Trade and other receivables                   67,805        63,623         53,375 
 Cash and cash equivalents                  2,807,282       401,213         66,915 
                                         ------------  ------------  ------------- 
 
                                            2,875,087       464,836        120,290 
                                         ------------  ------------  ------------- 
 
 Total assets                              27,296,564    24,161,848     24,405,668 
                                         ============  ============  ============= 
 
 Equity 
 Shareholders' equity 
 Share capital                      6       4,166,963     2,756,963      2,816,963 
 Share premium                             14,941,897    13,535,468     13,594,317 
 Capital redemption reserve                   344,424       344,424        344,424 
 Retained earnings                        (5,690,132)   (5,371,109)    (5,435,867) 
                                         ------------  ------------  ------------- 
 
 Total equity                              13,763,152    11,265,746     11,319,837 
                                         ------------  ------------  ------------- 
 
 Non-current liabilities 
 Interest bearing loans and 
  borrowings                               13,164,783    11,052,419     11,052,419 
                                         ------------  ------------  ------------- 
 
 Current liabilities 
 Trade and other payables                     368,629       257,495        447,224 
 Interest bearing loans and 
  borrowings                                        -     1,586,188      1,586,188 
 
                                              368,629     1,843,683      2,033,412 
                                         ------------  ------------  ------------- 
 
 Total liabilities                         13,533,412    12,896,102     13,085,831 
                                         ------------  ------------  ------------- 
 
 Total equity and liabilities              27,296,564    24,161,848     24,405,668 
                                         ============  ============  ============= 
 
 Net asset value per share 
  (pence)                                       33.03         40.86          40.18 
                                         ============  ============  ============= 
 

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

FOR THE SIX MONTHSED 31 DECEMBER 2021 (unaudited)

 
                                                            Capital 
                                                         redemption      Retained 
                        Share capital   Share premium       reserve      earnings   Other reserves   Total equity 
                                  GBP             GBP           GBP           GBP              GBP            GBP 
 Balance at 
  1 July 2020               2,756,963      13,535,468       344,424   (4,511,633)           14,930     12,140,152 
 
 Changes in 
  equity 
 Transactions 
  with owners: 
 Equity element 
  of loan finance                   -               -             -             -         (14,930)       (14,930) 
 Total transactions 
  with owners:                      -               -             -             -         (14,930)       (14,930) 
                       --------------  --------------  ------------  ------------  ---------------  ------------- 
 
 Total comprehensive 
  expense                           -               -             -     (859,476)                -      (859,476) 
 Balance at 
  31 December 
  2020                      2,756,963      13,535,468       344,424   (5,371,109)                -     11,265,746 
                       --------------  --------------  ------------  ------------  ---------------  ------------- 
 
 Changes in 
  equity 
 Transactions 
  with owners: 
 Issue of share 
  capital                      60,000          58,849             -             -                -        118,849 
                       --------------  --------------  ------------  ------------  ---------------  ------------- 
 Total transactions 
  with owners:                 60,000          58,849             -             -                -        118,849 
                       --------------  --------------  ------------  ------------  ---------------  ------------- 
 
 Total comprehensive 
  expense                           -               -             -      (64,758)                -       (64,758) 
                       --------------  --------------  ------------  ------------  ---------------  ------------- 
 Balance at 
  30 June 2021              2,816,963      13,594,317       344,424   (5,435,867)                -     11,319,837 
                       --------------  --------------  ------------  ------------  ---------------  ------------- 
 
 Changes in 
  equity 
 Transactions 
  with owners: 
 Issue of share 
  capital                   1,350,000       1,347,580             -             -                -      2,697,580 
                       --------------  --------------  ------------  ------------  ---------------  ------------- 
 Total transactions 
  with owners:              1,350,000       1,347,580             -             -                -      2,697,580 
                       --------------  --------------  ------------  ------------  ---------------  ------------- 
 
 Total comprehensive 
  expense                           -               -             -     (254,265)                -      (254,265) 
                       --------------  --------------  ------------  ------------  ---------------  ------------- 
 Balance at 
  31 December 
  2021                      4,166,963      14,941,897       344,424   (5,690,132)                -     13,763,152 
                       ==============  ==============  ============  ============  ===============  ============= 
 

CONSOLIDATED STATEMENT OF CASH FLOWS

FOR THE SIX MONTHSED 31 DECEMBER 2021 (unaudited)

 
                                               Six months          Six months               Year 
                                                    ended               ended              ended 
                                              31 December         31 December            30 June 
                                                     2021                                   2021 
                                                                         2020          (audited) 
                                                      GBP                 GBP                GBP 
 Cash flows from operating activities 
 Loss for the period/year from continuing 
  operations                                    (254,265)           (859,476)          (924,234) 
 Adjustments for 
 Depreciation charges                               8,900              11,518             23,032 
 Loss on disposal of investment                     5,000                   -                  - 
  property 
 Revaluation of investment properties           (145,000)                   -          (501,330) 
 Finance costs                                    355,866             239,392            497,432 
 Finance income                                       (3)               (661)              (729) 
 (Increase)/decrease in trade and 
  other receivables                              (14,430)                 266             10,514 
 (Decrease)/increase in trade and 
  other payables                                 (78,595)           (116,921)             72,808 
 Cash used in operations                        (122,527)           (725,882)          (822,507) 
 
 Interest paid                                  (355,866)           (239,392)          (497,432) 
 Net cash used in operating activities          (478,393)           (965,274)        (1,319,939) 
                                            -------------       -------------       ------------ 
 
 Cash flows from investing activities 
 Purchase of investment properties 
  (including capital expenditure 
  on current properties)                        (285,000)            (70,120)          (168,670) 
 Proceeds from sale of investment                 280,000                   -                  - 
  properties 
 Interest received                                      3                 661                729 
                                            -------------       -------------       ------------ 
 Net cash from/(used in) investing 
  activities                                      (4,997)            (69,459)          (167,941) 
                                            -------------       -------------       ------------ 
 
 Cash flows from financing activities 
 Loan repayments in period                    (3,443,777)           (100,000)          (100,000) 
 New loans in period                            3,969,954                   -                  - 
 Proceeds from share issue                      2,697,580                   -            118,849 
                                            -------------       -------------       ------------ 
 Net cash from financing activities             3,223,757           (100,000)             18,849 
                                            -------------       -------------       ------------ 
 
 Increase/(decrease) in cash and 
  cash equivalents                              2,740,367         (1,134,733)        (1,469,031) 
                                            -------------       -------------       ------------ 
 
 Cash and cash equivalents at beginning 
  of period                                        66,915           1,535,946          1,535,946 
                                            =============       =============       ============ 
 
 Cash and cash equivalents at end 
  of period                                     2,807,282             401,213             66,915 
                                            =============       =============       ============ 
 
 

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE SIX MONTHSED 31 DECEMBER 2021 (unaudited)

   1.           Basis of preparation 

The Company is registered in England and Wales. The consolidated interim financial statements for the six months ended 31 December 2021 comprise those of the Company and 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 the measurement principles of International Financial Reporting Standards as adopted within UK GAAP. AIM-listed companies are not required to comply with IAS 34 Interim Financial Reporting and the Group has taken advantage of this exemption. Selected explanatory notes are included to explain events and transactions that are significant to an understanding of the changes in financial performance and position of the Group since the last annual consolidated financial statements for the year ended 30 June 2021. 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 2021 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 2022.

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 2021.

Basis of consolidation

The interim financial statements include the financial statements of the Company and its subsidiary undertakings. The subsidiaries included within the consolidated financial statements, from their effective date of acquisition, are K&C (Newbury) Limited, K&C (Coleherne) Limited, K&C (Osprey) Limited, KCR (Kite) Limited and KCR (Southampton) Limited.

Going Concern

The Directors have adopted the going-concern basis in preparing the interim financial statements.

The Directors have concluded that it remains appropriate to prepare these interim financial statements on a going concern basis.

   2.         Operating segments 

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

Revenue analysed by class of business:

 
                                 Six months     Six months 
                                      ended          ended        Year ended 
                                31 December    31 December           30 June 
                                       2021           2020    2021 (audited) 
                                        GBP            GBP               GBP 
 Rental income                      422,219        358,556           724,680 
 Management fees                     42,194         43,013            81,768 
 Resale commission                   56,075         50,500           114,913 
 Ground rents                        10,595         10,635            13,535 
 Leasehold extension income          73,500         12,703            96,275 
 Other income                             -              -             4,840 
                              -------------  -------------  ---------------- 
                                    604,583        475,407         1,036,011 
                              =============  =============  ================ 
 
   3.          Operating loss 

The loss before taxation is stated after charging:

 
                                           Six months     Six months 
                                                ended          ended        Year ended 
                                          31 December    31 December           30 June 
                                                 2021           2020    2021 (audited) 
                                                  GBP            GBP               GBP 
 Costs of refurbishment of investment 
  properties                                   34,682        498,965           844,200 
 Directors' remuneration                       73,624         75,000           222,191 
 

During the six months ended 31 December 2021, the Group incurred costs of GBP34,682 relating to major refurbishment of properties at Coleherne Road, London, Ladbroke Grove, London and Heathside, London.

During the six months ended 31 December 2020, the Group incurred costs of GBP498,965 relating to major refurbishment of properties at Coleherne Road, London and Heathside, London. This increased to GBP844,200 in the year ended 30 June 2021.

During the 6 month period, the Company paid Naylor Partners, a business owned by Russell Naylor, fees of GBP24,000 (December 2020 - GBP24,000); and Artefact Partners, a business owned by Richard Boon, fees of GBPnil (December 2020 - GBP18,900). The Company paid DGS Capital Partners LLP, a business partly owned by Michael Davies, fees of GBPnil (December 2020 - GBP10,800).

The directors are considered to be key management personnel.

   4.         Basic and diluted loss per share 

Basic

The calculation of loss per share for the six months to 31 December 2021 is based on the loss for the period attributable to ordinary shareholders of GBP254,265 divided by a weighted average number of ordinary shares in issue.

The weighted average number of shares used for the six months ended 31 December 2021 was 33,012,022 (June 2021 - 27,651,823) (December 2020 - 27,569,631).

Diluted

The calculation of loss per share for the six months to 31 December 2021 is based on the loss for the period attributable to ordinary shareholders of GBP254,265 divided by a weighted average number of ordinary shares in issue, adjusted for dilutive share options held by Torchlight.

The weighted average number of shares used for the six months ended 31 December 2021 was 77,569,631 (June 2021 - 77,569,631) (December 2020 - 77,569,631).

   5.           Investment properties 
 
                       Six months   Six months 
                         ended 31     ended 31        Year ended 
                         December     December           30 June 
                             2021         2020    2021 (audited) 
                              GBP          GBP               GBP 
 At start of period    24,262,000   23,592,000        23,592,000 
 Additions                285,000       70,120           168,670 
 Disposals              (285,000)            -                 - 
 Revaluations             145,000            -           501,330 
                      -----------  -----------  ---------------- 
 
 At end of period      24,407,000   23,662,120        24,262,000 
                      ===========  ===========  ================ 
 
 

Investment properties were valued by professionally qualified independent external valuers at the date of acquisition and were recorded at the values that were attributed to the properties at acquisition date. The investment properties were independently valued at, or within three months of the financial year ended 30 June 2021. The Directors have further considered the values as at 31 December 2021 and concluded that they remain appropriate.

Fair value is based on current prices in an active market for similar properties in the same location and condition. The current price is the estimated amount for which a property could be exchanged between a willing buyer and willing seller in an arm's length transaction after proper marketing wherein the parties had each acted knowledgeably, prudently and without compulsion.

Valuations are based on a market approach which provides an indicative value by comparing the property with other similar properties for which price information is available. Comparisons have been adjusted to reflect differences in age, size, condition, location and any other relevant factors.

The fair value for investment properties has been categorised as a Level 3 inputs under IFRS 13.

The valuation technique used in measuring the fair value, as well as the significant inputs and significant unobservable inputs are summarised in the following table -

 
 Fair Value    Valuation Technique      Significant      Significant Unobservable 
  Hierarchy                              Inputs Used              Inputs 
   Level      Income capitalisation   Adopted gross           3.00% - 5.76% 
      3        and or capital value    yield 
               on a per square foot 
               basis 
                                      Adopted rate 
                                       per square foot       GBP303 - GBP982 
 
   6.          Share capital 
 
                                        31 December          31           30 June 
                                               2021    December    2021 (audited) 
 Allotted, issued and fully paid:                          2020 
                             Nominal 
 Number:        Class:        value:            GBP         GBP               GBP 
 41,669,631     Ordinary     GBP0.10      4,166,963   2,756,963         2,816,963 
 
                                          4,166,963   2,756,963         2,816,963 
                                       ============  ==========  ================ 
 

At 1 July 2021, the Company had 28,169,631 Ordinary shares of GBP0.10 each in issue.

On 27 October 2021, Torchlight Fund LP exercised options to acquire 13,500,000 ordinary shares of 10p each at a price of 19.982p per share. The proceeds of the exercise provided the group with additional cash funding of GBP2.7 million.

The Ordinary shares carry no rights to fixed income.

    7.         Convertible Loan Notes 

As at 1 July 2020, the Company had GBP100,000 convertible loan notes in issue. In July 2020, the convertible loan notes were repaid in full.

   8.          Related Party Transactions 

Details of remuneration and fees paid to directors are disclosed at note 3 of these interim financial statements.

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END

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March 30, 2022 04:00 ET (08:00 GMT)

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