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Shearclass yes I do and I think the whole lot will be converted
Anyone know when this is?
Jarv55, really simple question for you; do you understand the difference between mandatory and optional?
CarlThat - I’m sure this BB won’t miss your whingeing
Iconic labs hasn't even launched yet, ffs get a grip.
LB I think DS should give us clarity on the next rns to exactly how much they have left, hes has been asked to do this and also give us an update on the share register. We need transparency especially for the vote at the Egm.
Shear class disagree its all in the 2.7 read the rns its all a subscription
WideCells Group PLC, the healthcare services company focused on providing stem cell services and insurance for stem cell treatment, announces it has obtained a flexible and staged £2.7 million financing agreement (the 'Agreement') with European High Growth Opportunities Securitization Fund (the 'Investor') represented by its management company, European High Growth Opportunities Manco SA.
Terms of the Agreement
WideCells Group has entered into an agreement with the Investor in relation to the issue by the Group (the 'Bond Issue') to the Investor (or its affiliates) of convertible bonds (the 'Bonds') with warrants attached for a principal amount of up to £2,700,000 (the 'Total Commitment'). Under the terms of the agreement, the Bonds will convert into ordinary shares of £0.0025 each in the Company ('Ordinary Shares'), and the warrants entitle ABO to subscribe for Ordinary Shares at a pre-determined price (the 'Warrants').
It is expected that the Bonds will be issued and subscribed for in sequential tranches as detailed below:
i. £635,000 to be subscribed for and paid to the Company immediately;
ii. £1,000,000 to be subscribed for and paid to the Company immediately on the later of either (a) 15 November 2018, or (b) once a prospectus has been validated and approved by the Financial Conduct Authority (further detail on which is included below);
iii. £265,000 to be subscribed for and paid to the Company immediately three calendar months after the second tranche if the Company elects to draw down that third tranche; and
iv. four subsequent tranches each of aggregate nominal value of £200,000 if the Company elects to draw down those tranches.
Jarv - Market Makers must hold shares in the companies they broker to provide a liquid market.
It is how they are able to benefit from this service, they take the risk of holding shares + use the spread to drive their profits.
https://www.investopedia.com/terms/m/marketmaker.asp
Jarv55, the £635k on 27/09 was not a conversion, it was a subscription... I did find the 19th March RNS which wasn’t posted on LSE for some reason, so removing the £635k we have the same total of £1.82m converted. This ties in closely to the amounts subscribed for; £635k on September 27th £1,358,231 on 6th March Total subscribed for £1,993,231 Less Converted; £1,820,000 Leaves £173,231 remaining (which I believe is the final batch of £200k). The difference of £26,769 must be related to the theoretical conversion price. So apologies @Stavros, I agree that Blue Ocean exercised early & that we only have the final batch to go!
To the extent that the Theoretical Conversion Price is below the Minimum Conversion Price the shortfall in the amount converted will be settled at the time of the next tranche.
1 May 2019
WideCells Group PLC ("WideCells" or the "Company")
Financing Agreement
WideCells announces that further to the Financing Agreement, announced on 27 September 2018, with European High Growth Opportunities Securitization Fund ("HGOSF"), it has today signed a deed of variation in which the two parties have agreed to set a minimum conversion price for the Bonds.
The conversion price (per Share) for the Bonds is now the greater of:
I. £0.004 (the "Minimum Conversion Price"), or
II. 90% of the lowest closing volume-weighted average price of Ordinary Shares in the 15 trading days prior to conversion (the "Theoretical Conversion Price").
To the extent that the Theoretical Conversion Price is below the Minimum Conversion Price the shortfall in the amount converted will be settled at the time of the next tranche.
Executive Chairman, David Sefton, said: "HGOSF has been highly supportive of the new strategy, and by providing capital, has been instrumental in our ability to restructure and pay off the outstanding legacy debts in WideCells, to the benefit of all stakeholders. We are very grateful for this support. HGOSF has also been open to discussions on restructuring the facility and this first part provides that, in essence, HGOSF cannot convert at a price below 0.4p, therefore providing a floor on the price. Furthermore, with its support we will look to increase this floor in the future, once the new business becomes more established.
"With the first part of the restructuring complete, we are also discussing additional amendments to the financing structure and relationship that will reflect both HGOSF's long-term strategic support for the Company, and seek to further align the interests of all stakeholders.
this is what we arrived at in the twitter dm group thanks to Cisco for saving us a lot of time.
27-Sep 635
22-Oct 10
23-Oct 10
31-Oct 5
06-Nov 25
06-Mar 60 90 penalty
08-Mar 80 120 penalty
14-Mar 115 172.5 penalty
19-Mar 150 225 penalty
21-Mar 210 315 penalty
29-Mar 320 80 penalty
21-May 400
29-May 265
29-May 170
Total 2455 1002.5
Stavros, if you’re right then where are the other £265k worth of shares from the mandatory £1.635m tranche? Also the RNS on 6th March is specific on 6th June. I hope you’re right, but where is the RNS to state that Blue Ocean exercised early?
Good summary but Part 2 is already done we are churning through it now blue ocean excerised it before the 6th look at the last conversion RNS... 265k and 170k converted
Thought I’d summarise the situation for the benefit of everyone; Number of bonds and warrants; The 27th September RNS has some of the answers we need; Part 1: “The first two drawdowns of the Bonds (totalling £1,635,000 in aggregate) are mandatory” So £1.635m worth of bonds must be exercised. To date I have; £1.62m in 2019 29/05 - 265k, 170k 21/05 - 400k 29/04 - 320k 21/03 - 210k 14/03 - 115k 08/03 - 80k 06/03 - £60k Plus £50k in 2018 06/11 - 25k 31/10 - 5k 23/10 - 10k 22/10 - 10k So we are definitely done with the mandatory amounts, the only anomaly being the additional £50k in 2018. This ties in very well with the dates in part 2 Part 2: “but the drawdown of the remainder of the Bonds is not mandatory, although the Investor does have the right to require the Company to draw down any two of the remaining tranches.” We can see from the 6th March RNS that the investor has enforced their right for drawdown; “£265,000 to be subscribed for and paid to the Company on 6 June 2019; and III. thereafter, following the 6 June 2019, one further tranche of £200,000 to be subscribed for and paid to the Company on the date which is 40 days after the 6 June 2019 (or the next business day)” So we definitely have £265k to come on Friday, and a final £200k on around 15th July. So another 50million shares on Friday, then a 40 day break before the last batch hit in mid July. That will then be it for the bonds. It will leave around 350m or so warrants that can be exercised over the next 5 years - I think that these will be kept for a while and sold when the share price rises. So in summary, it’s true that the death spiral bonds are almost done, and given that £835k have been exercised since 21st May, I doubt the next batch of £265k on Friday will last long. Then we should get a decent rise!
Oilnovice why do think the mms hold shares?
To a big rise.
Upto 1.438 billion shares can be issued total according to the prospectus (not sure about the penalty shares) We are currently at 1.2b the other shares may or may not get converted as it's not mandatory but the £9mil warrants sitting at 0.246 iconic will want blue ocean to exercise so I expect a run at some point regardless if the rest of the CLNs are taken up..
What about when making profit and share buy back kicks in? Companies need to raise to get going. First contract announced for £1 Million and people whinge. Iconic labs hasn't even launched yet get a grip and load up if you can.
they will then no doubt have another load and another and another to continue the process and add even more total shares indefinetly
Jarv - I don’t think I agree with your base assumptions:
- Is there a high enough demand for these shares?
- surely market makers hold a good % of shares that would keep the market buoyant regardless of the fund selling?
- there has not been a significant rise, though there has been a rise, on previous occasions when Fund sold out
Anyway. I want to believe you’re right as I want to make money here... but still think the big rise will come from successful restructure.
Please read carefully page 45 of the prospectus
Oil novice lets say you gave the company a million pounds in exchange for shares. They say you can have a million pounds at 0.25p you then sell them to us. Then you get given another 1.7 million pounds worth at 0.25p and you then sell all of these. This supresses the rise because shares are flooding the market. What happens to the price when you no longer have any shares to sell?
The way I understand it, is the fund will be paid a minimum value of 0.004. Anything they sell underneath that value, the company/us will pay the difference. So it doesn’t really matter when the fund sells? Happy to be corrected if this information is incorrect as these type of financial funding transactions can be complicated to say the least. BP