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I just noticed that at the bottom of the voting section it says "Please note that this is a revision due to the meeting type has been changed from AGM to OGM. If you have already sent your votes please do not vote again."
Surely you would have thought they would have the common sense to include that comment on the top of the voting page rather than the bottom!
AGE
Just a reminder to all SCIR shareholders to make sure you vote for both resolutions as the last day to vote is 1 May 2024 which is tomorrow.
For those of you who use ii as your broker if you have already voted then double check to make sure that it says already voted as I voted for in favour of both resolutions and I received an email to say my vote had been recorded last week however when I double checked today to make sure my vote was processed the ii system said "Not voted"
The facility to receive an email confirmation to acknowledge your vote must be a recent upgrade function as it was not there when I previously voted.
AGE
Reverse Take Over (RTO)
Google?
AGE
Reverse takeover.
Not sure what RTO stands for.?
There isn't an RTO on the table.... that's just the hope of the BOD
Hi Age
Yes, the current BOD performance has been shocking. You will not get many detractors from that view, myself included.
The issue for me is that an RTO offers another opportunity without losing the flexibilities of retaining the shares in a tax free wrapper. I understand the ongoing AIM cost issue and perhaps the need to run with the current board until the RTO is completed, but then there would be a new Board put in place with new drive and probably a new product/market.
If I have to put the shares in a standard trading account and wait for the staged payments then so be it. Its just not my first preference.
I still have a nagging doubt about the intentions of GB Jersey. They have form in being activist shareholders and from my cursory research, not necessarily in everyone's best interests. Afterall, they managed to get two Directors on to the Board and I think they perhaps could have pushed for further Board changes if they wanted to.
I am left thinking, is the best they could have done and are they really happy to accept such a low return on their investment staged over a period of perhaps years...or are they playing a wider game here that we are not aware of.
Correction to previous post EAG paid 880k in total for GGL and GGL had negative net assets of 25k so a net liability in accounting terms. I incorrectly typed 25k of net assets.
I forgot to mention that significant amounts of money were spent to upgrade GGL’s AD plant that it was sold as part of the EAG/GGL deal at a loss of between 725k to 875k and so the purchaser is going to reap all the benefits from those improvements and SCIR shareholders end up with a massive loss on the sale.
AGE
Shareholders have a clear choice which is to vote to approve both resolutions so there is a Members Voluntary Liquidation and the shares are delisted which saves around £400k pa or else they can vote against and then the Board will persue an RTO or other investment opportunity.
Based upon the Board's past record I came to a logical conclusion that I should vote in favour of both resolutions as in my opinion I will recover more money than if the Board are allowed more time to do an RTO or other opportunity paying highly paid consultants to give them advice with no guarantee of there being success and shareholder value creation.
I believe that shareholders best interests and GP Jerseys best interests are perfectly aligned!
I have patience so I am not concerned that the shares are going to be delisted as I will wait for the liquidator to return the Ruvuma proceeds.
AGE
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Not really sure I trust GP Jersey either.
They seem to be buying up large volumes of shares and pushing for delisting. Not entirely clear what their real intentions are.
With the restrictions on holding these shares (IE no longer in a SIPP or ISA), my preferred option is a RTO.
At least that would give me more direct control to buy or sell when I want to.
Hi Phillo,
All shareholders are entitled to their own opinion and they should vote as they see fit!
I based my decision to vote in favour of both resolutions after I looked at the facts and you are no doubt aware of the saying "history does not lie"!
I have posted the following information a number of times and for those shareholders who have not seen my earlier posts then I will repeat them below:
The Ruvuma development was sold at a loss of £8.034m although it is difficult for non accountants to realise this by looking at the accounts.
The Board received shareholders approval to change the company's investment strategy to move into the green sector by loaning EAG a total of £1.578m and SCIR only owned 50% of the shares of EAG.
EAG acquired GGL for £700k and GGL owned a financed leased anaerobic plant and it had net assets of 25k in other words a net liability rather than an asset for accounting purposes.
They paid a total of 180k in legal fees and consultancy fees to acquire GGL so it cost a total of 880K but had net liabilities of £25k.
The CEO provided glowing commentary in the accounts as to how well GGL was performing quoting EBITDA metric that is earnings that exclude interest, tax, depreciation and amortisation.
It is a metric that excludes significant costs for GGL as the significant as large amounts of interest were being charged on the finance leased AD plant and there was a large amount of depreciation on the AD plant.
The AD plant was GGL's only asset so to use EBITDA as a performance metric when it does not include significant costs was genuis!
Within 6 months after an AGM presentation that showed the business model was going to create significant returns for shareholders the Board then asked shareholders permission to sell EAG/GGL as they had a report produced that showed the Boards and consultants wisdom in acquiring EEG/GGL was not so clever after all.
The RNS about the disposal blamed the failure on shareholders for not allowing the Board to issue more shares at dilutive share prices which is the modus operandi of most AIM Boards!
EAG/GGL was sold at a loss of between £725k to £875k depending upon whether the £150k contingent consideration is received or not.
The current and previous members of the Board received £37.414m from issuing shares and they spent £1.293m on the abortive Onedyas deal and they paid Gneiss Energy £2.132m for consultancy fees in just 4 years.
I have great deal more faith in G.P.Jersey than I do in the Chairman and former CEO of SCIR as their past record shows
they have not created any shareholder value despite them paying millions of pounds in consultancy fees and having such glowing past career records.
AGE
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Not really sure I trust GP Jersey either.
Not really sure I trust GP Jersey either.
They seem to be buying up large volumes of shares and pushing for delisting. Not entirely clear what their real intentions are.
With the restrictions on holding these shares (IE no longer in a SIPP or ISA), my preferred option is a RTO.
At least that would give me more direct control to buy or sell when I want to.
It hasn't happened yet JohnDodo so as long as you effect the sale and purchase before the AGM you will be okay.
Hi
I have just received the below email. Not sure what Asset Match is ?.
We are writing to advise that the Company SCIROCCO ENERGY ORD GBP0.002 has recently announced a Corporate Action.
Subject to shareholder approval at a General Meeting to be held on 7th May 2024; the company are proposing to cancel its admission to trading on AIM with effect from 7am on 17th May 2024. Following the AIM cancellation, the company intends to implement a matched bargain facility with Asset Match. Please note there are additional charges to trade with Asset Match, and ISA accounts cannot purchase additional shares.
The board is also proposing to enter Members Voluntary Liquidation. This will be subject to shareholder approval at a future General Meeting. If the Members Voluntary Liquidation is approved, the shares will be removed from accounts in due course, and should any liquidation proceeds be received, they will be applied to the accounts on receipt.
Please note that this will be mandatory and does not require you to take any action.
Thanks for the info CrustyPete.
I have another account with Hargreaves Lansdown and I'm sure they allow delisted shares to be held in your general investment account.
So I guess I have the following options:-
1. Get HSBC to transfer them to my name, guessing this would be in the certificate form.
2. Transfer them from my HSBC account to my HL account, although I'm guessing this may take longer than 2 weeks.
3. Buy today in my HL account the number of SCIR shares I have on HSBC and then sell the ones I hold on HSBC's platform. Would this work or would I have had to have held the shares before a certain date to benefit from the future payments before it turns private?
All the above assumes we vote to go private, but I'm just trying to determine my options.
I would appreciate people's views and any options I've not thought of.
Thanks All...
Message from G.P.Jersey posted on X formerly Twitter
To All Scirocco Energy Shareholders,
Don't forget to vote your #SCIR Shareholding at the upcoming General Meeting.
Vote “FOR” All resolutions to be passed to save the company money and return cash to shareholders.
AGE
Sorry "fomeone" should read "find someone"..... a traditional broker may be able to do so but they are few and far between.
It depends where you hold them JohnDodo. Most Investment Platforms are only capable of holding "quoted" shares and Funds on their platform, so where they cannot they would need to convert it to cash.
If you can fomeone willing and able to hold those shares for you, OR get them to transfer them to your own name then you could keep them - though you would need to transfer them before delisting.
I've just been in contact with them and they've said:-
"So, as the stock is being delisted it will need to be sold. If the stock becomes ISA ineligible before the stock is delisted, we will move it to the general account, but then it would still be sold once delisted."
Does that sound correct?
Surely that would mean I'd lose out on future payments?
I’m out tomorrow to offset against gains this tax year. I’ll be lucky to clear a tenner but should save £200 in tax offset.
crock ok **** !
Does anyone hold Scirocco Energy shares in an HSBC Invest Direct ISA account and had any correspondence from them yet on the next steps?
Highlander very helpful post thanks.
Just got off the webchat with my broker. Hopefully this is helpful for folks.
1 - delisted shares cannot be held in the ISA.
2 - my holding will be transferred to my Share Account.
3 - it will show the number of shares, but Zero value (as there is no listing price on the stock exchange).
4 - communications will be passed on as usual, and they expect to receive more info as the process moves forward.
5 - disbursements from the liquidator will be deposited as cash in the account (sounds similar to how dividends appear, although they said the back office process is slightly different).
Hopefully this reassures.
Should have done that in 2015 instead of investing in this crap.
I think bitcoin were about £200 each then.
So every £1000 invested would have been worth £250.000 whilst every £1000 invested here is worth about £2.
Thanks CP…. I had thought they were in my SIPP but after double checking, unfortunately not so I’ll off-load and move on. Good luck 🫡