Initial B Share Scheme Cap Return & Prop Inc Distn
Summary by AI BETAClose X
For immediate release
14 August 2026
Residential Secure Income plc
("RESI" or the "Company", and together with its subsidiaries, the "Group")
Initial B Share Scheme Return of Capital and Property Income Distribution
The Company today announces details of its initial B Share Scheme Return of Capital under the Shareholder approved B Share Scheme. Capitalised terms in this announcement have the meanings given in the Circular published by the Company on 19 June 2026.
Introduction
Retirement Disposal and initial B Share Scheme Return of Capital
On 17 June 2026, the Company announced the strategic sale of the Retirement Group to Social Housing REIT plc, now Living REIT plc, for an aggregate purchase consideration of approximately £108.3 million. Of the aggregate purchase consideration, £45.0 million comprised the Cash Consideration. The Retirement Disposal was contingent, among other conditions, on approval by Shareholders, which was obtained at the General Meeting on 8 July 2026. Alongside approval of the Retirement Disposal, the Company's Shareholders approved the B Share Scheme to facilitate the return of capital to Shareholders in accordance with the Company's wind-down and return of capital strategy.
Following completion of the Retirement Disposal and conclusion of the completion accounts process, which occurred on 16 July 2026 and 30 July 2026 respectively, the Board has resolved to make a first capital distribution to Shareholders under the shareholder approved B Share Scheme of the net sales proceeds now available, totalling approximately £35.2 million. Alongside the initial B Share Scheme Return of Capital, the Board has resolved to make a property income distribution, as outlined below, totalling approximately £2.8 million (1.53 pence per Ordinary Share). The property income distribution (as outlined below) and the initial B Share Scheme Return of Capital together total approximately £38.0 million.
The proceeds to be distributed under the initial B Share Scheme Return of Capital and the property income distribution totalling approximately £38.0 million represent the Cash Consideration (£45.0 million), less (i) £3.9 million of transaction costs associated with the Retirement Disposal and other portfolio disposals and (ii) settlement of accrued expenses totalling £3.1 million which had been withheld pending completion of the Retirement Disposal which were settled in July 2026, that represent historic costs in respect of prior periods.
Dividend Declaration
Alongside the £35.2 million initial B Share Scheme Return of Capital, the Board has resolved to make a property income distribution of 1.53 pence per Ordinary Share in respect of the Company's tax exempt property rental business totalling approximately £2.8 million (the "PID").
The PID will be paid on 18 September 2026 to Shareholders on the register as at 28 August 2026. The ex-dividend date of the PID is 27 August 2026.
Shared Ownership Portfolio disposal and subsequent returns of capital under the B Share Scheme
On 17 June 2026, alongside announcement of the Retirement Disposal, the Company announced it had agreed heads of terms with a bidder in respect of the disposal of the Shared Ownership Portfolio. Subject to the bidder finalising its due diligence and the parties agreeing the transaction terms, the Shared Ownership Portfolio is expected to be sold, for net consideration of approximately £13.5 million, subject to adjustment under a completion accounts mechanism, of which £5 million will be retained, and is expected to be released post completion, upon satisfaction of asset management deliverables. The Company further announced on 31 July 2026, that it expects completion of the disposal of the Shared Ownership Portfolio to occur no later than 30 September 2026.
Following completion of the disposal of the Shared Ownership portfolio, the Company will announce details of any further returns of either a property income distribution or capital under the B Share Scheme.
Approved B Share Scheme
B Shares will be allotted and issued to Shareholders pro rata to their holdings of Ordinary Shares as at the record date for the issue of the B Shares. The Company will not allot or issue any fractions of B Shares and entitlements of each Shareholder will be rounded down to the nearest whole B Share. The B Shares have only very limited rights. The rights and restrictions attached to the B Shares are fully set out in Part 3 of the Company's circular which was issued on 19 June 2026. Shareholders can find full details on the Company's website at https://greshamhouse.com/real-assets/uk-housing/residential-secure-income-plc/ under the Key documents section.
No share certificates will be issued for any B Shares allotted and no CREST accounts will be credited with any such shares. No application will be made for the B Shares to be admitted to listing on the Official List or to trading on the London Stock Exchange's main market for listed securities and the B Shares will not be listed or admitted to trading on any other recognised investment exchange.
B Shares will be issued and redeemed by the Company's registrar, Computershare Investor Services PLC. Each redemption of B Shares will be undertaken at the option of the Company. It is expected that redemption will occur shortly after each date of issue and allotment of B Shares, when all of the B Shares then in issue will be compulsorily redeemed and cancelled in accordance with their terms for an amount not exceeding the amount treated as paid up on the B Shares.
Following the redemption and cancellation of the B Shares, the redemption proceeds will be sent to Shareholders either through CREST to uncertificated Shareholders or via cheque to certificated Shareholders.
Initial B Share Scheme Distribution
Pursuant to the authority received from Shareholders at the general meeting held on 8 July 2026, the Board has resolved to return approximately £35.2 million in aggregate to Shareholders via an issue and redemption of B Shares.
B Shares of one penny each will be paid up from the Company's distributable reserves and issued to all Shareholders by way of a bonus issue on the basis of 19 B Shares for every 1 Ordinary Share held at the Record Date of 6.00 p.m. on 18 August 2026. The ex date is 17 August 2026.
The B Shares will be issued on 19 August 2026 and immediately redeemed at one penny per B Share. The redemption date in respect of this B Share issue is therefore 19 August 2026. Following the redemption and cancellation of the B Shares, the redemption proceeds, which is equivalent to 19 pence per Ordinary Share, will be sent to uncertificated Shareholders through CREST or via cheque to certificated Shareholders.
NOTE: NO SHARE CERTIFICATES WILL BE ISSUED IN RESPECT OF B SHARES.
Expected Timetable for the Initial B Share Return of Capital
The expected timetable in respect of the initial B Share Return of Capital, is as follows(1)(2):
Event
|
Ex Date in respect of the initial B Share Scheme Return of Capital
|
17 August 2026 |
|
Record Date in respect of the initial B Share Scheme Return of Capital
|
6.00 p.m. on 18 August 2026 |
|
Issue and allotment of B Shares in respect of the initial B Share Scheme Return of Capital
|
19 August 2026 |
|
Redemption Date in respect of the initial B Share Scheme Return of Capital
|
19 August 2026 |
|
Payment date: (i) cheques posted to Shareholders; and (ii) CREST holders credited with funds, in each case in respect of the initial B Share Scheme Return of Capital
|
25 August 2026 |
Notes:
1) All references to time in this announcement are to London time, unless otherwise stated.
2) Each of the times and dates in the above timetable is indicative only and may be subject to change. If any dates and/or times change, the new dates and/or times will be notified to the Financial Conduct Authority and, where appropriate, to the Company's shareholders through a Regulatory Information Service.
For further information please contact:
|
Gresham House Real Estate Mike Adams Sandeep Patel
|
+44 (0) 20 7382 0900
|
|
Peel Hunt LLP (Broker) Luke Simpson Huw Jeremy
|
+44 (0) 20 7418 8900 |
|
KL Communications Charles Gorman Henry Taylor |
+44 (0) 20 3882 6644 |
|
|
|
RNS may use your IP address to confirm compliance with the terms and conditions, to analyse how you engage with the information contained in this communication, and to share such analysis on an anonymised basis with others as part of our commercial services. For further information about how RNS and the London Stock Exchange use the personal data you provide us, please see our Privacy Policy.
Latest directors dealings
- 2 days ago Savannah Energy
- 2 days ago Buccaneer Energy PLC
- 2 days ago Savannah Energy
- 2 days ago Carclo
- 2 days ago Schroder Japan Growth Fund