Member Info for beechhurst

Was it coincidence that The Chancellor called in the Big Bank bosses just before the deadline for challenging the FCA Scheme. My imagination thinks the meeting went like this :

"Now lads (and lasses, if in any in attendance), I want you to help stimulate the economy for me, USING, of course, YOUR MONEY, so don't give the FCA a kicking by opposing their car finance scheme. By opening you wallets to bring about a wave of consumer spending, whether punters deserve it is not my worry, you will be getting me out of a hole. So get on with it pronto, please. Oh, and by the way, if any of you think differently, there could be worse to follow!!! (nudge nudge, wink wink, meant to mean a much bigger Windfall Tax or like retribution)"

At this point the "big beasts" left bowing, scraping and touching their forelocks.

The boys and girls (if any involved) should have shown some bottle and stood up to the increasing British Disease of peeps claiming/being prepared to accept something for nothing, such is the compensation culture especially perpetrated, these days, by those thinking only of their commission than those they purport to represent. After all, reading behind the mealy mouthed corporate speak of the statements made by those who backed away it is clear there is universal disagreement with many aspects of what the FCA have set down, so much so shouldn't have just caved in without not even a whimper.

I must learn not to fantasize!!

Reading thru the Annual Accounts it was interesting to find this was the first year the audit was undertaken by new people, the change being approved at the 2025 AGM. One can, therefore, appreciate IRON would have been put thru "the mill" and "climbed all over" by the new bods, these intensive routines likely having exacerbated the delay in production/sign off of the Accounts. On the other hand such rigorous processes could be seen as a positive, with no apparent horrors revealed. Pertinent extracts form the Accounts below.

Change in Auditors

During the year the incumbent auditors Crowe U.K. LLP were replaced by approval of the Board with Moore

Kingston Smith LLP. In accordance with section 489 of the Companies Act 2006, a resolution to reappoint Moore

Kingston Smith LLP will be proposed at the AGM.

Auditor Appointment, Tenure and Independence

Moore Kingston Smith LLP was appointed as external auditor to the Company during the year ended 30 June 2025,

replacing Crowe U.K. LLP. The appointment followed a formal tender process conducted by the Audit Committee.

The tender process considered the following criteria: technical capability and experience in auditing AIM-listed

natural resources companies; quality of the proposed audit team and engagement partner; understanding of the

Group's South African operations and the associated multi-jurisdictional complexity; proposed audit approach

and timeline; and fee competitiveness. Following evaluation of submissions from a number of firms, the

Committee recommended the appointment of Moore Kingston Smith LLP to the Board, which accepted that

recommendation. Moore Kingston Smith LLP has therefore been in tenure for less than one year. The Committee

intends to keep the retendering policy under review in accordance with applicable regulation

I have just been going through the Annual Accounts and found this section somewhat reassuring :

"The projections indicate that further funding will be required in the short term until such time that the group is

generating operating cash flows. Management are confident that it will be able to raise the funding in the required

timescale based on discussions with finance providers and, considering its history of fundraising. Additionally,

should there be any delay in the commencement of operations and or deviation from expected performance,

management consider that they would be able to raise further funding as required to cover any shortfall. As a

result, the financial statements have been prepared on a going concern basis."

Implied felt pretty sure could raise funds in one of two ways and then in the blink of an eye we see reason for their confidence - with a closing time of 3.00 p.m. for the raise looks a "done deal". Now perhaps we can see some serious progression!!!

Just caught up on the Martin Lewis pantomime of last week and found it quite improper that the FCA chief should involve himself in a Q & A session merely a few days before the announcement of something of such importance that has to be made "after hours" given it is deemed so sensitive to the stock market. Notwithstanding, hints and "winks and nudges" of what is likely coming down the line, in its self market influences, and the apparent knowledge of ML, as much as he tried to caveat everything, sits very uncomfortably with me. Should we not expect something better of someone in a high profile public office position? Let us hope all gets challenged and some are left with "bloody noses" with the final outcome.

For Waffle 9+, For Substance 1-

Had a gander thru much of the writing up abt this mornings Results to see if anything material to or abt FUM. Sadly not, nothing that I cld see abt new products, and certainly not Eroxon. What was interesting were the few snippets from this mornings Q & A, viz :

……. made a number of changes in our category heads or category general managers. We have one of our top talents now on the OTC business. We brought external talent in oral health and in the wellness category ………..

If I look at North America, look, it’s been a really challenging market in North America in 2025.

As you know, we announced a new leader in the U.S. in May.

It’s a bit exasperated this year because we are dealing with multiple headwinds in a U.S. environment

Given the above, maybe some of reasons why the American launch has, so far, been lukewarm but who knows!!!

Just caught up on the AGM video - whilst P articulated very well his own visions there was, to me, an underlying sense was not too complimentary of how many things had been managed (or maybe not) prior to his arrival i.e. had all been a bit amateurish/not been that assertive or dynamic enough in branching out/seeking new horizons or pursing anything already at their fingertips. This has to be reflective of the very top of the tree, so it makes one wonder whether the next meaningful RNS will be the appointment of a new Chairman - maybe his absence from the AGM was for more than how portrayedl!! Never impressed me at other presentations where came across as a little insipid. Only a thought?

I hear what you say dgdg1 but my original note, given the comments of the uninitiated/those who moan and/or cannot be bothered to work things out for themselves, to give an illustration of how Options work and what the outcome could likely be for the option holder within certain parameters.

I think the principles of what I outlined remain sound but if PB had to settle any exercise profit, around the scenario I painted, at his income tax rates (presumably 40/45%, if we think of what he might be earning), then I reckon he might have to sell 27M shares to cover his exercise costs/tax (c£600K), leaving him with 13M free shares valued at £1.3M (at an SP of 10p). Still not a bad deal!!

Given one is investing in a company it always surprises me that many do not seem to understand the background to/principles of and the mechanics/maths of exercising Options. In terms of the PB RNS, all can simply be shown thus/put into some form of perspective, assuming, let us say, SP had reached 10p :

1) exercise of 40M shares @ 5p - costs £2m

2) sell 24M shares @ 10p - raises cash of £2.4M

3) cost of selling 2) - £1.2M (24M x 5p)

4) profit of selling 2) - £1.2M [(2) - 3)]

5) CGT on 4) - £288K [4) x 24%]

6) total cost of exercising 1) + 5) - £2.288M

7) net cash after exercising option/covering CGT - £112K [2) - 6)]

8) PB ends up with some cash left overs [7)] + 16M buckshee shares (worth £1.6M) giving total gain of £1.712K

9) return on investment of £2M with SP @ 10p - 85.6% (would go considerably higher if SP hits even greater heights)

I know many longer term holders will have a carrying SP far higher than presently but if SP hits 10p I would, albeit at far far more modest levels, be on a c4 timer so why would anybody want to quibble, as many seem to have done, over the deal PB has cut and the exercise price - good on him, and all others, if he succeeds!!

Make of it all what you will.

One of the points of conjecture has been the keeping of records by the lenders. Many have doubted that will have been kept as far back as 18 years, so, to try and get an early sense of what the situation might really be, I am wondering what experiences/knowledge people have on the subject - I can comment as follows :

BMW

Standard Claim Form submitted and within weeks came back and confirmed manufacturer finance was provided as per 2007 (DCA), 2009 (DCA) & 2013 (Fixed CA), so looks no problem here to easily provide all required info for the full period currently in vision. Intriguing though want a meeting with The Treasury after setting aside £200M+

MERCEDES

Again Standard Claim Form submitted but here merely acknowledged receipt of enquiry, in respect of cars purchased 2016 & 2020, advising matters had been paused pending outcome of then pending Court Case(s)/determination as to how the FCA was going to proceed. Whether partly a face off as didn't readily have the records for the farthest back vehicle difficult to gauge but have been silent since the initial contact.

Adewins "claim" on Lloyds/Black Horse interesting but knowing the date/period he was referring to would give an indication of how far back LBG records are, least of all, known to go.

Anybody else got any other evidence to impart.

As somebody said yesterday I think the opening 15 min+ salvo by L Brabner was a bit of dynamite trying to explode the basis for what has so far been proposed and in many respects looked as if, to some considerable degree, succeeded, so much so left the FCA party looking/sounding a bit squeemish although seemed to later gain some composure.

I am not sure on what basis/why the proposals, to date, got called in by their Lordships which presents a further question in that does this mean that before any final scheme becomes active it will have to be ratified/approved by a higher authority, as I always got the sense that once the FCA had concluded their deliberations that would be it, subject then to other parties challenging, ultimately in Court, if that had to be.

Maybe one of our legal gurus, Knot/others, can elaborate for it seems to me to be a highly dangerous route for the FCA to eventually say, there it is, that is what it is, get on with it and deliver exactly as outlined especially if some of the current controversies remain.

Thomson, I think you will find a major shareholder or anybody else with a prior holding has to at least bid at the highest price THEY PAID for acquiring shares in the previous 12 months, not the highest SP seen in such a period.

From some of yesterdays comments it beggars belief that many who have invested their money here don't seem to understand the basics of a standard process/manoeuvre. To me, it shows the difference between knowledgeable investors and punters who merely place their stakes on the roulette wheel and hope the ball eventually, by chance, comes to land on their number!!

The transactions we have seen can be put quite simply :

1) RNS 4th July advised that all Employees involved were to exercise their options to acquire new shares, that would be issued by QED, at the fixed price of 1p costing, in total £158,586.04

2) of the number in 1) Messrs Miles/Hill were entitled to 11,888,628 requiring them to find, between them, £118,886.28 and to do so gave notice would be selling sufficient of existing held or newly acquired shares to facilitate

3) RNS 14th July confirms that to finance 2) 3,471,325 shares were sold raising £131,216.29, the excess (c£12/13K) over that needed for the share acquisition would be going toward associated tax charges

4) the net effect of 2)/3) is that the 2 Board Members have collectively increased their holdings by 8,417,303 shares

5) remaining shares from 1) acquired by non-management employees total 3,969,976 (costing £39,699.76)

6) if 5) followed the pattern of 3) they would only have needed to sell c1.1M shares to fund their purchases

In theory then, only a max of c4.5M shares would have needed to be sold to pay for the exercise of c15.9M options which hardly suggests people from the company have been ditching shares when collectively could have retained some 11M net, and if that were the case would have involved only a relatively small proportion of total volumes of c25m over the last 10 days.

Clearly a lot of yesterdays "hot air" and worries about Directors "selling out"came from the uninitiated who don't appreciate market mechanics - if they ever stay in a share long enough they might eventually learn!! Meanwhile, I doubt the market even batted an eyelid at what would regard as a normal financial operation so the share drift, to me, is more about lack of news but each to their own.

Given the speculation/media commentary I am surprised the Directors haven't issued or been obliged to make a statement, as so often is the case with these sort of situations - I had half expected a 7.00 a.m. RNS this morning. Maybe something is more advanced, or not, and an announcement, one way or another, is imminent. I didn't think markets were supposed to be allowed to be left dangling like this, after all it is not AIM!!

As much as I am wishing the SP to explode upwards you can well understand why only treading water today when, yet again, timelines have gone out and more nebulous words are used, viz :

RNS 26/11/24 said ...... Following signature of the Project Agreement, FINAL WORK to enable Quadrise equipment to be delivered to the MAC2 site CAN NOW BE COMPLETED, enabling the Trials to commence before end Q1 2025 but today we have ........ · Work is now well underway TO PREPARE the Quadrise trial equipment AHEAD OF INSTALLATION and commissioning at the MAC² terminal. The operational trial IS PLANNED to commence in Q2 2025 - the highlighted word is an expectation not something definite.

And............... bilateral agreements between Quadrise, and Cargill and MAC² respectively, are expected to be concluded SOON, the latter likewise referring to a future (non defined) happening that could be tomorrow, next week, next month or something way beyond.

I know it is always, frustratingly, said things of this nature take time but (this constant) kicking of the can down the road as somebody else has already eluded to needs, sooner or later, to be brought to an end. When, on past record is anybody's guess!!

Sometimes it is what isn't said that is the more important, as in RNS 15/01/25 re Valkor stated $0.35M to be paid on 31/01/25, so why not have confirmed in today's update that the first of stage payments was received as previously agreed. For those plugging in to the IMC maybe a good question to ask.

Https://www.telegraph.co.uk/business/2025/03/22/italian-magnate-gain-control-britains-biggest-port/

Beyond the articles emphasis on Felixstowe, anybody any thoughts on the implications worldwide if the purchase goes through.

Having only read the body of yesterday's RNS I hadn't taken in issued under the Takeover Code so today's notices now make more sense in terms of the need to follow certain procedures. That said I find the whole situation bizarre in that :

- all erupted from media speculation nobody has read or even heard of/has any knowledge of

- conducting a review of the Company's strategic options that MAY include soliciting offers for the Company

- company have only put feelers out for possible suitors

- ack have not received any indicative non-binding proposals to date

- there can be no certainty that any offer will be made ....

Notwithstanding, now considered to be in an Offer Period, a status that defeats my logic when :

- no real indication have actually been speaking to anybody

- nothing indicative received

- certainly no offer on the table

- no guarantee anybody will make an approach

So beyond me how can be classified as in ..... an offer period ....... when nothing remotely in train that could construe such was effective.

Strange, very strange, certainly to my rationale/thinking.!!!!

I too am mystified by today's RNS which indicates has been issued under the Takeover Code yet, as far as I am aware, there is currently no TO ongoing or even a formal offer made. Yesterday's RNS inferred matters were being considered but until something crystallises what we have been fed today would seem out of place unless there is more to be imminently disclosed. If I am reading situation wrongly please enlighten.

Latest info is that Ashley (Frasers) are going along with proposal ensuring a c78% take up.

Meant ..... CGT mitigation exercise ....