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If SIU have made a formal offer for all shares can it be rejected or does it have to go to shareholders.
Part 3
continued...
control of the company.
Following some delays in Congo, on 4 May 2020 AAOG holds a GM to approve the sale of all of Congo to ZEN for £200,000, FESL using its 25% shareholding to push through the proposal. This sets the 6 month clock ticking on suspension, and the 12 month clock ticking on delisting.
On 8 May 2020, just 4 days later, ANGS files the planning application necessary to re open SGF.
On 23 September 2020 ANGS announces it is negotiating a £12M facility to develop the SGF.
On 4 May 2021 AAOG announces it is to delist the next day.
On 5 May 2021 at 8.00am AAOG is delisted, having failed to find a “suitable” investment opportunity.
That same day, 5 May 2021, AAOG signs an option with SEL to invest £8M in SGF via a share issue, price not disclosed.
On 13 May 2021 ANGS enters into a £12M finance facility to develop SGF, this facility being guaranteed by SEL.
This finance facility is coincidentally roughly the same amount as the remaining amount in the hands of SEL, £12M left to it by Gazprom, after purchase of the AAOG shares and some property.
On 6 January 2022 ANGS announces it is on the receiving end of some form of bid.
I must say the fact that ANGS has always shared the same registered office as Wingas/SEL has floored me somewhat.
The coincidence of dates, times etc and the suspicion that the demise of AAOG, (given its financial problems in mid 2019 the demise is not surprising), the ANGS links has all been carefully choreographed.
I had thought that the scheme went back to around 2017, but maybe it goes back even further, possibly to 2015. The suspicion is that the transfer from Gazprom of the SGF with the £14M cash and large tax losses could be part of a wider scheme (can't really say more than that!).
To conclude, I believe it is the SGF which is the only really valuable asset here, everything else is smoke and mirrors, and AAOG and ANGS are mere pawns in a much wider transaction.
You could even argue that the sole (real) reason for the existence of ANGS was to enable SGF to be developed, and partly financed with AAOG being there to ensure that ownership the asset ultimately ended up in the correct place.
The possibility exists that in the belief of the new owners SEL holds much more gas than publicly disclosed hence this tortuous, tautological means by which ownership is being transferred under a plan which, so far, appears to have had a gestation of some 7 years.
And it ain't over til the fat lady sings.
Only question is, who is the fat lady?
On the other hand I may be barking up the wrong tree completely. You have to make up your own mind
Part 2
So if decommissioning was to be only actually costing somewhere between £1.4 to £3.5M, what was the purpose of the other £10M+ in cash received by SEL on transfer from Gazprom?
Additionally SEL was handed £61M in losses (having made a huge loss in 2016) to be set against tax liabilities.
Ariund this time there was another Aim listed company in financial difficulties Anglo African Oil & Gas, AAOG, which on 3 July 2019 announced it had organised a fundraising of around £8.5M with EHGOSF. Riverfort made an alternative proposal of an immdeiate £2.5M in immediate cash and upto £5M in deferred shares to be issed at a later date.
This funding was completed on 17 July 2019 with Riverfort, who was also ANGS financier. The funding of up to £8.5M was supposedly to arranged to redrill a highly prospective drill site in Congo, but in reality most of the money was used to pay off pre existing debts.
Hidden in the small print was that the Chairman of AAOG had control of all the shares which were to be issued to Riverfort, even when those shares had not actually been issued or paid for, giving the said Chairman effective control of AAOG.
During the autumn of 2019 AAOG issued several RNS's about contracts to finance and drill Congo, the shares falling from 5p to 2.5p, due to the constant monthly issuance to Riverfort under the financing deal to finance ongoing operations, and payment of debts at AAOG.
On 2 December 2019 ANGS announces that the transfer of ownership of SGF to ANGS/FESL had been approved by UK authorities.
On 11 December 2019 AAOG announces it had run out of cash, had no realistic means of raising further funds, and was curtailing all operations. The shares, predicably, fall to 0.5p.
On 23 December 2019 AAOG announced it had an offer to buy its existing Congo business, and on 27 December 2019 announces an AGM for the sale of Congo to Zenith Energy for £1M. On 6th January 2020 Brian Moritz an AAOG director of 20 years standing, resigns.
On 13 January 2020, following the rejection of alternative offers, the AAOG Chairman uses the unissued Riverfort shares to force through the sale to ZEN.
On 20th January 2020 FESL buys up the remaining shares yet to be issued to Riverfort for 0.5p (a 43% premium to the market price!) for £420,000 using part of the £14M Gazprom bequeathed to SEL.
Issues to note here, I believe, are the timing of the AAOG “we're broke” announcement, just 9 days after the UK approval of the transfer of SGF to ANGS/SEL, the predicatable effect it had on the share price (collapse), the use of the Riverfort shares to force through the proposal to turn AAOG into an “investing company”, which then set the clock ticking on delisting, and following the share price collapse FESL was then able to buy up a cheap 25% or so of AAOG, giving them effective
cont/
From Skittish on AAOG Board
Part 1/
On 15 April 2005 the operator of the SGF, Wingas Storage UK Limited (WSL) changes its registered office to Building 3 Chiswick Park 566 Chiswick High Street London W4 5YA .
On 1 June 2015 a new company Angus Energy Holdings Limited is created. On 18 March 2016 its registered office is changed to Building 3 Chiswick Park 566 Chiswick High Street London W4 5YA . On 14 November 2016 Angus Energy lists on the LSE – ANGS, its registered office remaining to this day 566 Chiswick High Road.
On 26 October 2016 the controlling shareholder of WSL is listed as The Russian Federation c/o The Federal Agency for State Property, Moscow 109012.
On 28 February 2017 Wingas GmbH, a subsidiary of Gazprom announces that Wingas Storage UK Limited will be transferred from a JSC to the sole ownership of Gazprom.
The Theddlethorpe gas plan was shut down in 2017 leaving Saltfleetby (SGF) stranded and unable to export gas.
2017/8 major changes in directorships at Wingas relating to persons with Russian sounding names.
15 October 2018 Wingas Storage UK Limited changes its registered office address from Building 3 Chiswick Business Park 566 Chiswick High Road Chiswick London W4 5YA to 20 Triton Street London NW1 3BF.
In early 2019 there was a boardroom coup at ANGS leaving the company in the hands of new directors many of which had former CIS/Russian associations.
On 17 June 2019 SGF transferred from the ownership of The Russian Federation to the ownership of Paul Forrest via a change of ownership of Saltfleetby Energy Limited (SEL) formerly Wingas Storage UK Limited to Forum Energy Services Limited (FESL) .
There are two curious aspects to this, firstly the sole director and secretary to SEL and FESL is Paul Forrest who from Companies House just appears to be a one man band provincial accountant (although he until shortly before FESL existed, was company secretary to a Philippine oil outfit Forum Energy Limited, no relation it appears to FESL). Secondly the SEL accounts show that upon transfer from Gazprom it acquired £14M in cash for “decommissioning costs”, which was allegely the liability cost of decommissioning SGF.
Two days later SEL sells 51% of SGF to ANGS for £1, paying them £2.5M in decommissioning costs for their share, this liability subsequently reduced to £1.75M, and further reduced in the SEL accounts to £700K.
cont/
SOU has no money and its an opportunistic offer . They are interested in the chunky cashflow of gas . There is a lot more to come. SFB is worth over 2 pence any given time . the all paper offer is utter trash from a trash company.
Who the hell is Adrian on a misty Tuesday ??
"There's a concerted effort to get shareholders to sell on this bb today"
Yeah Adrian - we all know you desperately need 2p to stay alive
we should keep the asset, once in production 10p.
this was the first offer which went upto 1.5p. and which is rejected also.
next offer will be coming around 2p area from sou again imo.
but the bidding has started and expect it to go much higher than 2p(maybe above 3p) imo.
gla and hold tight.
From october CPR:
A mid-case, or P50, sum of future cashflows to Angus of GBP55.9 million (previously GBP36.3 million)
And looking at those numbers we are looking at 2.5p plus alone for the saltfleetby!!
No wonder someone was loading yesterday heavily!!
And also today 500k buyer is on the go again!
This is just the beginning!!
And if we received upto 1.4 in the initial stage means it will go much higher!!
Hold for gold!!