KKV Secured Loan Fund Limited Incentive Arrangements -- Proposed Amendments (9993S)
22 November 2021 - 7:00PM
UK Regulatory
TIDMKKVL
RNS Number : 9993S
KKV Secured Loan Fund Limited
22 November 2021
22 November 2021
KKV Secured Loan Fund Limited
LEI: 2138007S3YRY3IUU4W39
Incentive Arrangements - Proposed Amendments
On 1 November 2021, KKV Secured Loan Fund Limited (the
"Company") announced details of a proposed Incentive Plan and Bonus
Payment, both of which will be subject to a shareholder vote at the
Company's annual general meeting ("AGM") on 29 November 2021.
The Company is proposing to make the following amendments to the
proposed Incentive Plan and Bonus Payment, subject to the relevant
resolutions passing at the AGM:
-- It is currently proposed that 1.4% of the aggregate funds
distributed to shareholders since 1 July 2021 shall be allocated to
the Bonus Pool under the Incentive Plan. The Board will reduce the
amount allocated to the Bonus Pool, in respect of any funds
distributed to shareholders later than 31 December 2023 but before
30 June 2024 to 1.0% and will reduce the percentage allocated to
the Bonus Pool by a further 0.2% for every 3 months thereafter.
-- The Board propose that the absolute amount payable under the
Incentive Plan be capped at GBP2.3 million; and
-- The Board propose that the Bonus Payment shall be payable in
two tranches, with half being payable prior to the end of 2021 and
the balance to be deferred until the earlier of 1 January 2023 and
the date at which a further GBP30 million has been returned to
shareholders.
The details of the proposed Incentive Plan and Bonus Payment are
set out below this announcement, reflecting the above changes.
Terms used in this announcement shall, unless the context
otherwise requires, bear the meanings given to them in RNS
announcement by the Company on 1 November 2021.
For further information please contact:
KKV Secured Loan Fund Limited Brett Miller via the Company
Secretary
KKV Investment Management Ltd Investor.communications@kkvim.com
BNP Paribas Securities Services guernsey.bp2s.kkv.co.sec@bnpparibas.com
S.C.A.,
Guernsey Branch
Company Secretary
Incentive Plan
The structure of the Incentive Plan is for a Bonus Pool to be
created for Directors (save for an Independent Director who shall
not participate in the Incentive Plan), employees and consultants
of the Company (both present and future) comprising cash equivalent
to 1.4% of the aggregate funds distributed to shareholders since 1
July 2021 for a period up to 31 December 2023, following which the
amount shall fall to 1.0% of aggregate funds distributed to
shareholders for the period from 1 January 2023 to 30 June 2024 and
will thereafter reduce by a further 0.2% every 3 months. The
precise allocation of the Bonus Pool will be at the discretion of
the Board, subject to the approval of the Independent Director. The
Board will not distribute more than 50% of the Bonus Pool until
such time as the Net Assets of the Company fall below GBP20m and no
part of the Bonus Pool will be paid out until such time as a
minimum of GBP80m has been returned to Shareholders cumulatively
since 1 July 2021.
The Bonus Pool will be capped at 2.0% of the Net Asset Value of
the Company as at 30 June 2021 (or such lower amount as to ensure
that the Incentive Plan is considered to be a smaller related party
transaction), subject to an absolute cap of GBP2.3m.
Bonus Payment
In light of the events during the last 12 months, the Board have
been required to devote considerably more time to the affairs of
the Company than would otherwise be expected of a board comprising
a majority of non-executive directors. To recognise their efforts,
the Board proposes a one-off cash bonus of GBP280,000 to the
Directors, payable in such proportions as the Directors determine.
The Bonus Payment shall be payable in two tranches, with half being
payable prior to the end of 2021 and the balance to be deferred
until the earlier of 1 January 2023 and the date at which a further
GBP30m has been returned to shareholders.
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