Re: Beware4 Aug 2019 12:31
If you go back to the 2018 results you will see that there are two £10m convertible loans at strike prices of 8p and 19p respectively. The placing RNS of 1st April sets out details of the warrants, as per the then agreed restructuring, vis: 5.8m shares (not £s) at a strike price of 11.9p and 7.5m shares at a strike price of 8p, all maturing in December 2020. That same RNS sets out the terms of a ‘relationship agreement’ with LOG, which gives some useful clues as to the administrators’ likely attitude to the choices they will need to make by 9th August under the latest restructuring announced in the farm out RNS. Then there is the failure, by the administrators, to accept Rock Rose’s offer to acquire all the LOG debt for £40m (face value plus interest) to take into account, as well as IOGs response to that offer (all in RNSs).
Applying a bit of logic to the choices facing the administrators, what can be surmised? In my opinion, it is pretty clear that they will not convert the £10m at 19p, given the current level of the SP. Too much risk. What about the £10m at 8p? Arguably less risk but not risk free and why would they convert now, when they haven’t hitherto? Nothing has changed accept the deadline, which doesn’t mean much, given that they have the option of converting to long term debt, convertible in the same terms (except it would be unsecured). Even if they did convert, it would not be in their interests to try to dump them into the market and, in any event, they are subject to orderly market restrictions. The relationship agreement makes it clear that the administrators see value in working with IOG in the interests of all shareholders (including LOG and by extension the bond holders) and it is not in shareholders interests to do anything which would stifle share price performance. They are clearly, imo, taking a longer term view, not a short term one, and will want to see maximum value extracted from the LOG assets, which means extracting maximum value from IOG shares, loan instruments and warrants.
What about cash repayment. The ‘rejection’ of the Rock Rose offer suggests to me at least that they are unlikely to adopt this course, and the IOG response to the £40m offer gives an explanation why: it does not ascribe value to the conversion rights. There is more value to be gained in conversion but the question is when? The warrants give another clue. They are also ‘in the money’ but have not been exercised, indeed the maturity dates have been extended. Why? Again, in my view, because the administrators see value in waiting and allowing IOG to deliver more value. The £40m initial cash provided under the farm out provides the ability for IOG to repay loans if LOG go down that route, but given the above, it is more likely imo that they will accept long term convertible debt on at least part, and leave the warrants to run for the time being. Even if exercised, the warrants are not on a large enough scale to cause major problems. All imo DYOR