Stm Grp. Share Price (STM)

All over red rover.

This has been on the cards for some time unfortunately.

When STM was bought out it had - from memory - about £20M cash, now it is administration with £38M of secured debts and maybe more liabilities on top.

It looks like asset-stripping on an industrial scale. Someone will have made a lot of money from this. Not us though!

These things happen too often on AIM.

Continued..

Unfortunately, the secured creditor balance, which is understood to amount to some £38.5m, far exceeds the maximum sale proceeds noted above, and the joint administrators have indicated that they do not expect Jambo to be in a position to make any distributions or payments to the unsecured creditors of Jambo, including the contingent deferred consideration potentially due to the former STM shareholders, given the estimated deficiency of assets of £26.5m arising after the recovery of the fixed and floating charge crystallised by the secured lender.

Copies of the Notice of Administrator’s Proposals and the Notice of Approval of Administrator’s Proposals are available from Jambo’s record at Companies House in the UK at https://find-and-update.company-information.service.gov.uk/company/14980177

In its Statement of Proposals dated 22 December 2025, FTI Consulting LLP noted their understanding that “at the time of [our] appointment, discussions were ongoing between the Company [i.e. Jambo] and the previous shareholders [of STM] as to whether the conditions for issuing the loan notes had been met, and that the loan notes had not been issued.” Accordingly, the Estimated Outcome for the Creditors of Jambo and the Company (i.e. Jambo) Creditors listing set out in the Statement of Proposals document do not recognise any amount owing to the former shareholders of STM under the DCU/Loan Note process.

Given the evident shortfall in the recoverable assets, relative to the total creditor balance, the Steering Committee is not expected to commit further resources to pursuing the outstanding sum.

If you would like to pursue the matter independently, you could contact the joint administrators directly on jambo@fticonsulting.com to make them aware of your potential claim against Jambo.

If we can assist further, please do let us know. I’m sorry the update couldn’t have been more positive.

Regards,

TC

Dear former STM shareholder,

Please find an update, insofar as we are able.

As you are aware, the acquisition of STM Group PLC (“STM”) by Jambo SRC Limited (“Jambo”) included a deferred contingent element dependent on the satisfaction of certain conditions which, if satisfied, would result in Jambo issuing Deferred Consideration Units (“DCUs”) at the rate of one DCU for each STM share held immediately prior to completion of the acquisition. These DCUs would then, in turn, be exchanged for loan notes redeemable up to a maximum value of 7p per STM share. Jambo subsequently communicated to former STM shareholders, in fairly simplistic terms, that it considered the most significant conditions - being the absence of regulatory actions against STM and/or the sale of the Options Corporate Pensions Master Trust, had not been satisfied and, as a result, Jambo considered the DCUs to be worthless and hence did not issue any Loan Notes.

This opinion is disputed by a Steering Committee (formed by former STM directors, including the duly appointed DCU Representative, and two of the larger former shareholders), and having taken legal advice on the matter, the Steering Committee investigated options for recovering this element of the expected sale proceeds. It should be noted that the Jambo Board refused to engage with the Steering Committee and its legal adviser in any meaningful way.

On 5 September 2025, the entire Jambo Board, including Edi Truel, was removed and replaced by a restructuring adviser believed to be acting on behalf of the lenders that provided Jambo with the funding for the acquisition. We understand that Jambo, at the instigation of the principal lender, understood to be NatWest Bank, appointed FTI Consulting LLP, a leading corporate consultancy, to advise on options available to Jambo. Following receipt of the advice, which included an accelerated process inviting offers for the STM shares and/or some or all of the constituent businesses within the STM Group, three representatives of FTI Consulting LLP were appointed as joint administrators of Jambo on 19 December 2025 and, in turn, the shares in STM were sold to a third-party consortium established for that purpose on the same day. The maximum sale proceeds amount to £12m, including a non-refundable deposit of £2m and a deferred amount of £10m, dependent on the various regulators not objecting to the consequential change of control over the relevant regulated entities.

Unfortunately, the secured creditor balance, which is understood to amount to some £38.5m, far exceeds the maximum sale proceeds noted above, and the joint administrators have indicated that they do not expect Jambo to be in a position to make any distributions or payments to the unsecured creditors of Jambo, including the contingent deferred consideration potentially due to the former STM shareholders, given the estimated deficiency of assets of £26.5m arising after the recovery of the fixed.....TBC see next mes

Thanks for the info TenTrader, most helpful.

I have also fired off an email as suggested.

Former STM shareholders - class action group being formed in light of Edmund Truell and his company Jambo SRC Limited (“Jambo”) having written to certain former shareholders stating that there is no deferred consideration payable in respect of the acquisition by Jambo of STM.

If you were a shareholder in STM Group plc at the time of the takeover by Jambo, you should have received a Deferred Consideration Unit (“DCU”) which would be satisfied by the issuance of loan notes worth up to seven pence per DCU held, redeemable in cash in October 2025, subject to certain conditions being satisfied. The former directors of STM, including Peter Smith (the STM appointed DCU representative approved by Jambo at the time), having taken legal advice, are unanimously of the view that such additional payment is properly due and payable in full.

A steering committee has been formed, comprising Peter Smith and some larger shareholders (including Alan Kentish, former CEO of STM), which is leading the establishment of an STM shareholder class action group. All larger STM shareholders have already been contacted and are supportive of the appropriate action.

In the event that Edmund Truell and his company, Jambo, refuse to acknowledge such payment is due, then a legal action will be needed to ensure that the legal terms of the takeover are properly honoured.

If you were a shareholder in STM, or know anyone who was a shareholder in STM, please contact STM[at]walbrookpr.com