Member Info for BringMyReward

According to the RNS released on 15th Jan 2018; it states that JLP shares are subject to lock-in. We started out with 63,166,969 shares. We were able to sell 50% after 6 months. On 14th December we dropped below the 3% threshold after selling circa 15.3m shares. This left us with 31,152,693 which was reported on 18th December. 50% of 63,166,969 is actually 31,583,484, so it seems we sold a little over 50%.

As stated below, it’s now been 12 months since the lock-in, so the remainder of the 31m shares are now free-trading. If I’m reading it right, even after the lock-in has been lifted the sale of any shares are subject to an orderly market agreement for a further 12 months thereafter. 20 business days must be given to provide matching buyers for any shares sold… It could take an awful long time to sell 31m at that rate… If we start seeing more selling activity for JLP we will know why!

“(c) after 12 months the balance of shares (being 50% of both the BMR Subscription Shares and the Jubilee Subscription Shares) will be released from the lock-in and will be free-trading; and

(d) for the initial 12 months following completion, any free-trading shares shall be subject to an orderly market agreement whereby, before any disposal, the selling party must give the broker of the respective company, not less than 20 business days to provide matching buyers for the shares offered for sale.”

It was a cracker, made me chuckle at 7am this morning.

I have just received a telephone call from Lawyers acting on behalf of Alex Borrelli. They requested your home address from the share register.

I can see you are on the register and hold 600,000 shares. Sorry for doubting you.

So are you saying JLP were the ones that enlisted the services of Blue Square?

Regardless of how the licence was reinstated, the ball is firmly in JLP's court where the Kabwe project is concerned. It's time that they shown real progress instead of snippets of information that ends up leading to more waiting.

Getting our house in order is only half the battle. JLP also needs to deliver on their part of the deal.

I've heard many varied stories on who was responsible for getting our licence back. I'm inclined to think that JLP didn't play a major part at all.

BMR Holders have every right to rant, and here’s why;

JLP first got involved with the Kabwe project 15 months ago and we are no closer to seeing production from Kabwe to where we were before. Yes, the licence was lost but only for approx. 58 days. When the licence was returned there were strict conditions attached. The main conditions being that a plant had to be fully constructed, commissioned, and producing by 30 December 2018.

So why are BMR holders not happy about this? BMR shareholders footed an $800k bill to Blue Square, to apparently get the licence back and to help understand/relax the conditions attached to the licence. As you can see from the aforementioned conditions, they have not been met. So why haven’t we had any official news (via RNS) to state any amended conditions, or that they have been fully removed to allow JLP to take as much time as needed to reach production?

Leon Coetzer said that he was going fast track the Kabwe project. I must say that the lack of progress is appalling, especially after almost 18 months of being involved with this project. Until we see tangible evidence that a plant is being constructed (videos, photos, etc.), both BMR and JLP shareholders can safely assume that no progress has been made.

Here's an interesting extract from their website. It makes it sound like we have a choice to either retain 12.5% project interest or take the 12.5% as a Royalty. If we have a choice, I wonder which option would be best?

"The agreement also entitled Jubilee an option to acquire 100% of the issued shares of EML, while BMR may either hold the remaining 12.5% interest in Kabwe Operations or be paid 12.5% of the generated earnings as royalty."

JLP doesn't seem to have a solid plan in place for Kabwe. The details change with each new update. I just wished they'd actually give a definitive plan, budget, timescale, and is it too much to ask for some profit projections so we can assign some value to the Royalty?

They posted on Twitter saying a circular is being worked on. I'd imagine that it will be out this month. Maybe JLP will release an update on Kabwe first? They have been saying for a while now that they will release their plans regarding the project. It's time we got more details.

Allthatguff, when you say "the preprocessing plant in progress now", has JLP released any information confirming that a build is actually in progress now at Kabwe?

allthatguff, maybe, let's see.

You have to forget about the licence as this will be 100% owned by JLP, I suspect this transaction is "imminent".

The Royalty agreement is the asset that will be hived down and that doesn't require a licence (not for us anyway). It does require JLP to make a success of the project though.

The circular he mentioned should hold all the details. I'm not even sure if he will look to re-list or not. At the moment he's only officially mentioned the proposed Royalty separation and an acquisition of a licence.

At this moment in time I'm more concerned about what JLP have just released regarding the plant. I think we've been deceived (again).

Something doesn't seem right here. All these months gone buy and nothing built at Kabwe. We were told JLP could spend upwards of $15m and Borrelli even said recently that it was likely the spend would exceed $15m. Now JLP report a $4.3m capital spend on the plant!

What's been going on all these months? Perhaps they were just stalling for time until BMR fully paid Blue Square, and now they are finally willing to put plans into action. That quoted figure for the plant is criminal and could be worthy of a deeper investigation.

This morning a new presentation has been released on the JLP website.

Page 15/16 mentions the Kabwe project and apparently they only intend to spend $4.3m USD on the plant?? That can't be right, are we saying that we were muscled out of a project for a relatively small sum? 60% of that is $2.58m which is the amount we would have had to pay towards it. Surely the £1m Borrelli mentioned from three investors plus another placing could have covered that with ease. And we had the JLP shares to sell plus money from the legal case... If this information is right then shareholders should be thinking of taking legal action.

http://jubileemetalsgroup.com/wp-content/uploads/2019/01/Jubilee-Metals-Group-Corporate-Presentation-Dec-2018.pdf

I asked if the Royalty company would be held under a parent company and he said no, it would be completely separate.

Yes Eric, I took that as meaning two shareholdings, so I assume you could sell the listed company if you wanted and still benefit from the Royalty. Effectively it's taking an asset and moving it into a separate company for current holders to benefit from. Has there been any new shares issued in BMR since de-listing though? I wouldn't have thought so as that surely would need to be reported on Companies House? Never know with Boz.

Eric/3card, When I spoke to him he said it would be a separate company, no subsidiarys. He said it would be like having two shareholdings, one in the Royalty company and one in the newly listed company. Obviously there will be dilution in the listed company but that won't effect the Royalty.

I'm assuming if the listed company came into financial difficulties and went into administration, again, it would not effect the Royalty company. That's just want he told me.

Colin: “Alex, I’ve just bin on LSE chat board and they’re saying all sorts of orrible stuff.”

Alex: “Thing’s about my hair again?”

Colin: “No, they’re saying we’ve bin deceiving shareholders and paying bribe money.”

Alex: *Logs on to LSE* “Good Lord, I’ll get straight onto Twitter and threaten legal action. Whilst I’m at it I’ll update the peasants, I mean shareholders!”

Colin: “Good Idea, Alex. One more thing, you’d better stay away from Waitrose for a while.”

Alex: “Yes, I’ll get the secretary, I mean my wife to do an online shop, and I’ll have to pay extra for the delivery on my shampoo.”

Colin: “I remember what it were like buying shampoo, anyway, I digress… Mike Surt as figured out I’m the leader of BMR, what should we do about that?”

Alex: “I’ll get Leon Coetzer to sort him out, you won’t be hearing from him again… Anyway Colin, good to chat, see you at the Bingo hall on Saturday, jolly good!”

You mentioned the other day that BMR sold some shares to Quantock plc but I don't think that's the case.

Between 10th and 11th of December there were some 80m reported sells for JLP. The largest trade was 44m which is the exact figure that Qauntock reported buying. BMR only reported selling 15.3m so I think it must have been made up of smaller sells over that two day period.

Not that it matters who bought them, I was just annoyed that he'd let em go for 2.25p when they were trading at 3.65p when first issued to us. They were sold cheaply to pay off Blue Square, all in the interest of shareholders of course...

Eric, the reason behind ring fencing the Royalty is to prevent dilution to current shareholders, which is what would happen if it went into a newly listed company. It would also have very little value assigned to it at this stage as JLP hasn’t even begun producing, and we won’t receive any income from it until they recover their costs etc. after going into production.

In that respect I can see why Bozza wants to do that, and I am in support of it. As you pointed out, the main concern and question is, will it be protected from Bozza selling it off cheaply without shareholder say?

I have a feeling he will sell off JLP/GLR shares and look to use the money to re-list, but as many are wondering, what kind of value will the listed company have? Can we trust Borrelli and Bird to successfully run the company and do right be shareholders? Judging by past performance it’s looking rather bleak lol.

No probs. EML holds the subsidiary EPL, which owns the Kabwe project and licence. Although JLP can acquire EML, we still retain 12.5% by Royalty.

The only way for JLP to truly take 100% would be to buy the Royalty from BMR.