DJ Forbes Ventures Plc Half-year Report
TIDMFOR
29 November 2017
Forbes Ventures
("Forbes" or the "Company")
Interim Results for the six months ended 30 June 2017
REPORTING PERIOD HIGHLIGHTS
On 22 January 2017, the Company raised GBP 530,000 (USD 655,822) from Gravity
Investment Group Limited through the issue of 176,666,666 ordinary GBP 0.1p
shares at a placement price of 0.3p. Forbes then made an investment in Primus
Care Plc, an owner/operator of specialist care homes in the UK, via a 2-year
12% Convertible Loan Note of GBP 500,000 (USD 618,700).
Following the period end the loan notes were collapsed and in exchange the
share capital has been returned to the Company.
On 13 February 2017, the Company made an investment into Civilised Investments
Limited, an innovative UK "Challenger Bank". The Company bought 4,545 shares
for a consideration of GBP 200,000 (USD 246,860) which was satisfied by the
issuance of 40,000,000 new ordinary shares to Gravity Investment Group Limited.
On 11 May 2017, the Company bought 2,500,000 shares in K&C REIT Plc, an
AIM-listed REIT with an investment focus in retirement properties, representing
4.74% of the outstanding issued share capital of K&C. The shares were valued
at GBP 250,000 (USD 320,250) and in consideration, the Company issued
83,333,333 ordinary shares at a value of GBP 0.3p, also to Gravity Investment
Group Limited.
CHAIRMAN'S STATEMENT
I am pleased to present you with Forbes Ventures' Interim Results for the
period ended 30 June 2017.
During the period, the Company made two investments, firstly buying a stake in
Civilised Investments Ltd., a UK challenger bank. We are pleased that
Civilised has made good progress over the period as it builds out its
technological platform with the intention of opening its doors to SME clients
in 1Q 2018. Civilised has also made significant hires, adding Philip Acton as
Chief Executive Officer as well as a new CFO and CTO, all high-profile hires
with significant pedigree in the banking space.
Secondly, the Company bought a stake in K&C REIT, a UK AIM-listed Real Estate
Investment Trust. K&C is in the process of raising additional equity to
accelerate the expansion of its business in the UK Private Rented Sector.
Both of these investments reflect our continuing interest in disruptive
financial technology and selected real estate investments.
The Board is extremely pleased to announce that Belvedere Capital Limited, led
by Robert "Rob" Cooper, has invested GBP 100,000 in Convertible Loan Notes in
the Company. Belvedere has also privately bought a significant stake in the
Company from Gravity Investment Group Limited, which will make Belvedere the
majority shareholder in Forbes Ventures. Rob will be joining the Board as an
Executive Director and will be Forbes Ventures' new Chief Executive Officer.
Rob brings extensive experience in disruptive technologies in the property and
fintech sectors. Under Rob's leadership and with the backing of Belvedere, the
Board believes that we have a team in place that will deliver value to
shareholders over the coming years.
I look forward to updating you over the coming months as Rob and his team
execute their strategy.
Kindest regards,
PETER MOSS
Chairman
For further information, please contact:
Forbes Ventures
Peter Moss - Chairman 020 3405 6214
NEX Exchange Corporate Adviser
Peterhouse Corporate Finance Limited 020 7469 0930
Mark Anwyl and Fungai Ndoro
STATEMENT OF PROFIT AND LOSS AND OTHER COMPREHENSIVE INCOME FOR THE SIX MONTHS
ENDED 30 JUNE 2017
Six Months Six Months
Notes Ended Ended
30 June 2017 30 June 2016
USD USD
Revenue
Other income 32,864 489
Total income 32,864 489
Expense
Employee benefits expense (26,077) (99,316)
Foreign exchange gain/(loss) 428 5,867
Professional fees (55,369) (180,937)
Public relations (855) (82,625)
Telecommunications expense - 3,369
Travel expense - (10,017)
Other expense (150) (55,922)
Fair value movement of convertible not 5 - 647,503
derivative
Finance cost 4 (116) (758,221)
Total expense (82,139) (530,299)
Loss before tax (82,139) (529,810)
Income tax benefit - -
Loss for the year (49,275) (529,810)
Other comprehensive income/(loss) - -
Total comprehensive loss for the year (49,275) (529,810)
Basic loss per share (0.00017) (0.0049)
Diluted loss per share (0.00017) (0.0049)
Weighted average number of shares 419,918,496 107,618,497
No dividends were proposed or declared in respect of any of the periods
presented above.
The accompanying notes form part of this historical financial information.
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
AS AT 30 JUNE 2017
As at As at
Notes 30 June 2017 31 December
USD 2016
USD
Assets
Cash and cash equivalent 1,734 30,652
Total current assets 1,734 30,652
Available for sale financial assets 3 1,185,809 5,166
Total non-current assets 1,185,809 5,166
Total assets 1,187,543 35,818
Liabilities
Trade and other payables 205,387 264,348
Total current liabilities 205,387 264,348
Total liabilities 205,387 264,348
Net liabilities 982,156 (228,530)
Shareholders' equity
Share capital 98,708,031 97,448,070
Share-based payments reserve 121,654 121,654
Warrants reserve 122,304 122,304
Capital redemption reserve 92,740 92,740
Accumulated losses (98,062,573) (98,013,298)
Total shareholders' deficit 982,156 (228,530)
The accompanying notes form part of these financial statements.
STATEMENT OF CHANGES IN EQUITY FOR THE SIX MONTHS ENDED 30 JUNE 2017
Share Share-Based Capital Warrants Accumulated
Capital Payments Redemption Reserve Losses Total
USD Reserve Reserve USD USD USD
USD USD
Balance at 31 97,448,070 121,654 92,740 122,304 (98,013,298) (228,530)
December 2016
Issue of shares 1,259,961 - - - - 1,259,961
Total comprehensive - - - - (49,275) (49,275)
loss for the period
Balance at 30 June 98,708,031 121,654 92,740 122,304 (98,062,573) 982,156
2017
The accompanying notes form part of these financial statements.
STATEMENT OF CASH FLOWS FOR THE SIX MONTHS ENDED 30 JUNE 2017
Six Months Six Months
Ended 30 June Ended 30 June
2017 2016
USD USD
Cash flows from operating activities
Loss after income tax (49,275) -
Loss on disposal of assets available for sale (150) -
Net foreign exchange profit 428 -
Decrease in creditors (58,961) -
Payments to employees and suppliers (1,109,314)
Net cash flows used by operating activities (107,958) (1,109,314)
Cash flows from investing activities
Payment for exploration expenditure in equity - (552,981)
investments
Purchase of subsidiaries (567,110) -
Loan notes extended (618,700)
Proceeds from sale of investments 5,016
Net proceeds from divestment of subsidiaries - 5,000,000
Net cash outflow from investing activities (1,180,794) 4,447,019
Cash flows from financing activities
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DJ Forbes Ventures Plc Half-year Report -2-
Proceeds from sale of shares 1,259,961 -
Proceeds from unsecured loan - 351,600
Repayment of convertible notes - (3,250,000)
Net cash flows from financing activities 1,259,961 (2,898,400)
Net increase/(decrease) in cash and cash (28,791) 439,305
equivalents
Cash and cash equivalents at the beginning of 30,652 7,012
the period
Effects of foreign exchange rate changes on (126) (10,440)
the balance of cash held in foreign currencies
Cash and cash equivalents at the end of the 1,735 435,877
year
The accompanying notes from part of these financial statements.
NOTES TO THE FINANCIAL STATEMENTS
1. BASIS OF ACCOUNTING
The financial information has been prepared on an accruals basis and is based
on historical costs modified by the revaluation of selected non-current assets,
financial assets and financial liabilities for which the fair value basis of
accounting has been applied. The financial information is drawn in accordance
with the provisions of the International Financial Reporting Standards (IFRS)
as issued by the International Accounting Standards Board (IASB) and adopted by
the European Union. The financial information is presented in US dollars,
rounded to the nearest dollar.
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
A comprehensive summary of the significant accounting policies is provided for
in the Forbes Ventures Plc (Forbes or the Company) 2016 Annual Report. All
remain relevant except for the Going concern note, which is no longer required
due to the activity during the period.
3. AVAILABLE FOR SALE FINANCIAL ASSETS
As at As at
30 June 2016 31 December 2016
USD USD
Investments at fair value brought 5,166 4,571,051
forward
Investments acquired in the period 567,110 -
Convertible note asset 618,700 -
Foreign currency exchange decrease - (3,861)
Disposal of investments (5,166) (4,562,024)
Financial assets at the end of the 1,185,810 5,166
year
Level 1 investments at the end of 1,185,810 5,166
the year
On 22 January 2017, the Company raised GBP 530,000 (USD 655,822) from Gravity
Investment Group Limited through the issue of 176,666,666 ordinary GBP 0.1p
shares at a placement price of 0.3p. Forbes then made an investment in Primus
Care Plc, an owner/operator of specialist care homes in the UK, via a 2-year
12% Convertible Loan Note GBP 500,000 (USD 618,700).
Following the period end the loan notes were collapsed and in exchange the
share capital has been returned to the company.
On 13 February 2017, the Company made an investment into Civilised Investments
Limited, an innovative UK "Challenger Bank". The Company bought 4,545 shares
for a consideration of GBP 200,000 (USD 246,860) which was satisfied by the
issuance of 40,000,000 new ordinary shares to Gravity Investment Group Limited.
On 11 May 2017, the Company bought 2,500,000 shares in K&C REIT Plc, an
AIM-listed REIT with an investment focus in retirement properties, representing
4.74% of the outstanding issued share capital of K&C. The shares were valued
at GBP 250,000 (USD 320,250) and in consideration, the Company issued
83,333,333 ordinary shares at a value of GBP 0.3p, also to Gravity Investment
Group Limited.
The Directors of the Company accept responsibility for the contents of this
announcement.
ENDS
END
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