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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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November 29, 2017 02:00 ET (07:00 GMT)

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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November 29, 2017 02:00 ET (07:00 GMT)