Member Info for Corryvreckan1

K3VMC – you didn’t receive your 3.1p from Hurricane though, only from your Broker. And they reversed it so looks like they may have realised that no money was forthcoming from Hurricane at that time and they had possibly just misinterpreted previous RNS? Was it just an ‘adjustment’ on an SB account, someone else had that issue and ended up with a margin call?

Tonio – not sure, today’s filing was just procedural. Hurricane RNS on the 2nd already said it had been sent for registration so today not unexpected.

Mr Douglas Stewart Scott works for IOG...

The court order has today been filed by the Registrar of Companies and shows it was registered there on 2nd Feb, which means:

Someone in Hurricane’s finance team can post some journal entries into the accounting system and watch, as on their screen, some numbers on the Balance Sheet morph into something called ‘Distributable Reserves’. Then, they might sigh deeply and mutter “it is done”, log off the system and then return to whatever mundane tasks they were doing before.

However, from the moment those distributable reserves are digitally created Hurricane can, for the very first time, return some money to shareholders by way of a return of capital/dividends/share buybacks.

Yay!

But not yet, pending completion of the FSP one way or another. Same as it ever was…

*sigh*

Olderandwiser – thanks for coming back but we seem to have come full circle as that link is the same as I posted yesterday, which I maintain relates to the domicile of the issuer, not the purchaser. I personally think the major fund managers, in particular the American ones, just do what they like with these forms and ignore UK regulations when it suits them.

I fear I may have to go direct to the FCA for clarification, and from past experience I know that never goes well :/ Thank you for your replies, I won’t clog up the forum further.

See Rule 8 of The Takeover Code, although it's not exciting.
https://www.thetakeoverpanel.org.uk/the-code

It's mainly just an regulatory admin requirement for anyone with an interest of 1% or above to declare their opening position and subsequent crossing of thresholds when a potential takeover is under way. The FSP, although not into a potential takeover stage yet, falls under the requirements.

Anyone wishing to make an offer under the FSP doesn't first need to cross the 30% threshold. However, anyone who does cross over 30% is obliged to make an offer, or reduce their position.

It's more complicated than that but just giving a summary as nothing to really be concerned about these forms, unless someone is building a larger position.

Olderandwiser - thanks for the clarification. Do you, or anyone else, know where in the market regulations I can find that please?

Interesting point Olderandwiser. I have always maintained that it is the domicile of the share issuer, i.e. i3E in this case, that determines whether the ‘3%+1% increments’ or ‘5%+5%’ rule applies, not the domicile of the purchaser.

Per the FCA DTR section 5.1
https://www.handbook.fca.org.uk/handbook/DTR/5/1.html

I’ve had this discussion on a couple of boards now and not yet seen any regulation that relates to the domicile of the purchaser being relevant, but you are not the first to state that so happy to review my position on this if anyone has a link to something I’ve missed.

It's not on the Hurricane RNS, which I suspect is deliberate, but it is on the CA one:

https://www.lse.co.uk/rns/CRS/withdrawal-of-hurricane-requisition-notice-5fytsj59bbayx0h.html

"Crystal Amber notes the Hurricane announcement of 11 January 2023 which provided a trading, operational, financial and formal sale process update. As a result, Crystal Amber believes that it should pause the requisition for the general meeting and has written to Hurricane withdrawing the Requisition Notice and undertaking not to resubmit a further requisition notice before 6 February 2023."

"not ... before 6 February 2023" but does not mean that anything will happen on 6th.

6th Feb is now the next key ‘known’ date, although even if CA did submit a new GM request on the 6th it could potentially be up to 27th March before it takes place (notice of GM within 21 days of request [so by 27/2], GM to be held within 28 further days of that notice).
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For the FSP, either:
a) a suitable formal offer is received by 6th Feb which then gets put to a shareholder vote at an EGM, CA hold off their GM request while that vote is in progress; or

b) if no suitable offer by 6th Feb then CA decide if/when to submit new GM request and the BoD will need to, at some point, either: state a new deadline for FSP offers to be received by; or

c) if all previous proposals received have either been withdrawn, or do not make a formal offer that the BoD deems acceptable, declare the FSP process to be over and then progress to the proposed capital return programme. CA then almost certain to submit GM request at that time if not already done?

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Capital return
If a) above, then the capital return programme may never happen – if offer is approved shareholders will receive cash and/or shares from the new company owners, and that may take months. The sale may even collapse if certain conditions cannot be met.

If b) capital return will not start before the new FSP deadline (and may not happen after if a suitable offer is subsequently approved - see a)

If c) BoD can then announce the details of the capital return programme – how it will work, the key dates, and how much in total (UP TO $70m was indicated for the first potential distribution in Q1, with more to possibly follow later in the year pending outcome of CA's GM).

I think I've summarised that right, challenges welcome if not.

The first we will know about any further action will be by RNS. Sometime…

The only new thing in today’s limp RNS that we didn’t know before is that the Court has now approved the Reduction of Capital. Everything else is exactly as it has been since 2 November and as has been announced before. We still, 3 months to the day, await the outcome of the FSP before anything else.

Let’s see how the Brokers backtrack on this one…

Today’s RNS doesn’t change anything for CA, they will make their decision on whether to request another GM depending on the FSP outcome.

6th Feb was never a fixed deadline for anything, as others said below it was only the date before which a new GM would not be requested by CA.

Entirely agreed.
The court hearing approves (or otherwise) 1. the RoC.
Then, and only then, they have the ability to make 2. a distribution.

But they have never announced 2. an actual distribution, for any specific value, for any date.

1. gives them the ability to do so by creating distributable reserves on the Balance Sheet, but they then have to announce, by RNS to the whole market and not by broker email to a few select customers, how much and when the distribution will happen. They have not yet done so.

And the first part of the quote "will not involve any distribution or repayment of capital"?

I'm clearly missing something here, other than the usual marbles.

"Its not a dividend its a capital distribution"

At this point in time It's neither, because they haven't announced any actual payment, of any kind, by any means, for any specific date.

I repeat, again, from the GM Circular:
"The proposed Reduction of Capital itself will not involve any distribution or repayment of capital or share premium by the Company and will not reduce the underlying net assets of the Company."

Thanks Cumbrian.

Jfallonirl - different company to your ii.

Gazelleman
That's as originally stated in the HUR RNS on 2nd November.

HUR financial y/e is 31/12 so we are currently in Q1 2023.

The FSP is still in progress, until they announce otherwise. Therefore, no return yet.

The court hearing was solely to do with the Reduction of Capital, nothing to do with any subsequent payout.

I repeat, Hurricane have NEVER announced a dividend payment date.

And from the GM Circular:
"The proposed Reduction of Capital itself will not involve any distribution or repayment of capital or share premium by the
Company and will not reduce the underlying net assets of the Company."

Those dates have been met.

The GM did take place on 11 January.
The court hearing was scheduled for 31 January.
The Reduction of Capital (note - which is not the same as a return of capital) can still take place on "or about" 1 Feb.

Robbie - what timeline are you referring to?
The 11 Jan RNS stated:
"There can be no certainty as to the level of any offers resulting from the FSP, if any. Hurricane will provide further updates in due course."
and
"We continue our work on the FSP which we are focused on bringing to a successful conclusion, albeit there can be no certainty as to its outcome."

The FSP is still in progress. They will announce something when there is something to announce.

Also, Hurricane have NEVER announced a dividend payment date.

Jfallonirl
I am hoping that ii are smart enough to realise that there is nothing to announce at this stage and they will wait for an RNS to be issued, on any matter, before emailing their customers. They are not one of the brokers who have issued an email on this before, nor are they, rightly, stating an ex-d date or payment date because neither has ever been announced by RNS or similar, which is a regulatory requirement.

On your phone call it sounds like whoever you were talking to was perhaps having a quick skim read through the 2nd November RNS which would explain what you stated in your first paragraph before.

Cumbrian - just checking - 'interactive investor' or 'InteractiveBrokers' ?