Member Info for extrader

.."Do others have a different reading of this information?.."

Yes.

At stage 1 - assets put in vehicle - all 'founder shareholders' will be diluted , in CF's case from 66% to 6.9% (reflecting his shareholding in ORPH) as other shareholders in ORPH receive their pro-rata entitlements.

At stage 2 - IPO and admission to AIM - 'founder shareholders', including CF, and we other shareholders will be further diluted , depending on how many shares need to be issued / funds raised to provide start-up capital for the spin-off.

CF could thus end up with (6.9% x 50%), (6.9% x 25%), (6.9% x 10%) of the spin-off, depending on how much investor interest there is and what newco's funding requirement is. We other shareholders will be in the same relative position.

He (and we) MAY independently be able to participate in the fundraising if by IPO - but that's another matter.

.."After the assets are put into the vehicle, Cathal’s holding will be diluted ( stage 1)as these assets are owned by ORPH shareholders who will receive shares in the new vehicle via a distribution in specie. Additionally, there will be further dilution (stage 2)of Cathal’s holding following the fundraising as part of the AIM admission process..."

IMO / HTH

.."What are we supposed to buy them with? Magic Beans?.."

Yes.

What's the total acquisition cost, if earnout targets over the next 3 years (which are the basis of the £ 31m independent valuation) are met ?
We don't know

Who provided the independent valuation ?
We don't know

Why would TF shareholders agree to a structure that gives SYME the choice to pay the balance of the acquisition cost in cash or shares ?
We don't know

How much is the total 'investment of fresh capital being finalised with a group of new institutional investors' ?
We don't know

Why does the RNS emphasize that the initial 813m shares is below the (declarable) 3% level and -connected - what lock-in provisions are there ?
We don't know

The cash element is coming from new shares, the share element is coming from new shares and the unspecified earnout element can also come from new shares.....

IMO

Today's https://www.lesdepechesdebrazzaville.fr/ carries p4 an interview with Nguesso fils on his taking charge of the new ministry for International Co-operation and public-private partnerships (COIDIC's idea , as was).

Salient points :
- Parliament needs to pass a law authorising PPP's , since one doesn't exist atm;
- he feels that the business climate in Congo needs to be improved, to make investment safer (Ed.: a good start might be to have a word with your Dad...and a look in the mirror); and
- there will be a 'national preference' policy for smaller investments and foreign investors limited to larger ones .

So, the lad's starting with a blank canvas : no PPP structure in place....and (on the face of it) 'international co-operation' on Congo's terms.

Blank canvas......or blank cheque...?

Using the same rationale, why not tomorrow ?

.."JoinTradeFlow at the @TXF Global Commodity Finance Conference on 26 May 2021 to gain insights from
@TomJamesEnergy on the topic “Collaborative Finance: Enabling Sustainable Growth for SMEs”.

The fullyear Dec2020 results have to be released by 30 June 2021.

There might be some covid-related wiggle room but - given the not exactly complex nature of Zanaga's business activity - using that as an excuse to postpone would be a bit feeble, IMO.

Thanks for this.

Paid for by ORPH, but I've no problem with that, since it'll have provided the content and is (by implication) responsible for it.

To put your 21: 28 in context :

At the time of the RTO, SYME raised £ 2.2m in the Placing - that money went into SYME's coffers, to finance the business.

There was a concurrent Vendor Placing, in which TAG sold £ 40m worth of shares to 3rd parties (incl 3 x 4.98% to Ceresio, Equita SIM and Parrott Global Capital) , to satisfy the 25 % 'free float' requirement.

Dominic's 42% of TAG would have netted him about £ 16.8 million and AZ/OG's 33.34% about £ 13.3 million.

From the 23 Mar 2020 RNS : .."In conjunction with the Acquisition, the Company has raised GBP2.24 million, before expenses, through the issue of 331,604,094 Placing Shares in the Company at a price of 0.68 pence per share to certain investors ("the Placing"). A total of GBP42.18 million of Ordinary Shares were placed through the Placing and Vendor Placing with institutional and other investors..."

HTH

All very droll...;->

Whilst we await events, an exchange of links over on a d v f n that might amuse .

I sent this hxxps://iknnews.com/how-to-buy-mining-company-stocks-an-ikn-flowchart/

in response to this , much more academic article

Https://kuchling.com/the-lassonde-curve-a-wild-ride/

HTH

And GLEN has a lot of shares in Treasury....(coincidentally @ £ 3.12 today, ie exactly 2x) which if they used to buy us out would also (partially) address the tag-along rights issue...

One can but dream...

Simandou is a bigger resource, I believe the ore quality is about the same (premium). There are a lot more constituent parts/shareholders in a 2 -camps project, they really need to get both working together to achieve economies of scale - esp , for the infrastructure :
- Simandou needs/wants a domestic export route , that means 600 KM difficult terrain ending at a shallow-water coastline, so they need a railway and a dredged out deepwater port. I understand that side of things will cost about $ 10 Bn.

Zanaga has a 'tidier' shareholding structure and a more or less straight line 'downhill' run of under 300Km that apparently would allow transport as slurry to a coastline that shelves fairly deeply, fairly quickly. There's no port facilities in place atm, but there IS a port (and a plan for a new port, with various other exporters (4-5) that might help with economies of scale).

There's also been the famous offshore floating port, that Yantai Group has supposedly been eyeing up. Yantai is linked to the Simandou port.

Guinea and C-B are probably equally corrupt. Guinea is entitled to a higher 'free carry' share of the project (15% ?) than C-B (10%).

On the face of it, Zanaga is a more digestible proposition....but I would say that, wouldn't I ? ;->

E & OE (from memory).

The IPO shares were placed at £ 1.56.
In case anyone thinks that the Directors are 'anchored' to that in some way (other than 'optical' - doing right by the shareholders) - it's worth remembering that the Directors placed the same no of shares at IPO, raising IIRC abt £ 30m - so will have got their 'seed capital' back.
Apart from opportunity cost, they're likely pretty much on a free ride, so 'anything' is a 'Brucie bonus'.
GLEN's institutional memory (Peter Freyburg, ex Xstrata) will be well aware of that.

IMO

Hi Sooty,

No.....but the RNS's came out the day after I posted that I'd call the Nomad !

(No,, correlation is not causation, btw)

;->

Worth remembering the terms of the Shard facility, where this last tranche is at ZIOC's discretion, as Elphick emphasized :
.."a financing structure has been put in place which will give the Company access to funding through a relatively low cost structure which minimises dilution to shareholders..."

Avoiding unnecessary dilution has been a hallmark : ZIOC only has about 10% more shares now than at IPO a decade ago, probably unique on AIM. Why ? Because Elphick and pals have 'skin in the game'.

I think the staggered terms of the Shard facility 6/20, coupled with the intro of management incentive scheme 8/19 and COIDIC 12/19 point to their hope/expectation that a deal was around the corner....or at least, a reasonable prospect ....and that they hoped not to need 3rd drawdown.

ZIOC, it seems to me, are doing what they can to protect their (as shareholder) interests, whilst waiting for 'events, dear boy, events' (copyright : Harold Macmillan) to unfold.

IMO

Divvy asks 'can anyone access Unquote' ? for the latest article
I try..and can't get in.
I provide the latest article from Unquote re Quadrivio I CAN find, which is 3 weeks earlier.
People get agitated.

'Snowflakes' springs to mind.

.."Glencore's position might be political.."

That's the understatement of the year ;->

They've got the US DoJ breathing down their necks over DRC, Venezuela and somewhere else; some investigation going on in Switzerland , IIRC; complaints filed by human rights organisations in Southern Chad; and their other 'spat' in C-B over unpaid oil loans....

I think your win more/win less outline is likely 'on the money' ;->

.."The blockage is most probably Glen wanting a much bigger value than China is willing to offer .."
and the possibility of China 'encouraging' Nguesso to take away the Zanaga license has probably receded pro-tem (thanks to Sundance/Burford arbitration), emboldening GLEN to play (slightly) harder ball....

Let's hope Ivan / Gary don't let the good be enemy of the best (outcome).

This is what he told Unquote last month.

https://www.quadriviogroup.com/en/quadrivio-launches-e400m-silver...
14/04/2021 · The fund focuses on investments in companies that offer products and services to people over 50, primarily baby boomers (people born between 1946 and 1964) and the elderly. “Our Silver Economy Fund is the first private equity vehicle fully dedicated to this sector,” Quadrivio CEO Walter Ricciotti told Unquote...

Most likely a 'soft' update on how the new fund is doing.

'Absence of evidence isn't evidence of absence'.

The re-costing exercise seems to have taken an inordinate length of time to conclude pretty much 'as you were'. Given inflation in a lot of inputs elsewhere, that's something , I suppose, but hardly 'game-changing'. They've used high quality consultants, which provides an element of 'bankability' to the numbers.

As others have commented , the RNS's are notable for their deafening lack of update on 'approaches' ; current relationship with COIDIC; and the radical offshore port concept/Yantai group's involvement.

There's a smaller procedural/admin issue that remains unaddressed AFAIAA : the 2020 element of ZIOC 'team's Retention Fee package
https://uk.advfn.com/stock-market/london/zanaga-iron-ore-ZIOC/share-news/Zanaga-Iron-Ore-Company-Ltd-Management-Incentivisa/80631873

.." Retention Fee Package
...This consists of an additional amount (the "Retention Fee") to be determined on a one-off basis in both October 2019 and December 2020. .."

The 2020 amounts haven't been disclosed. When I asked AT about this a while back, he replied that they were 'too busy with other things' - which seemed just about believable at the time.

This may be a hobby-horse of mine - and I may be kidding myself (confirmation bias anyone ?) - but THAT argument doesn't hold any longer, if it ever did.

Taken all the above together, I'm on balance inclined to kick my own investment can down the road for another spell.

All IMO. NAI, DYOR etc etc

'Absence of evidence isn't evidence of absence'.

The re-costing exercise seems to have taken an inordinate length of time to conclude pretty much 'as you were'. Given inflation in a lot of inputs elsewhere, that's something , I suppose, but hardly 'game-changing'. They've used high quality consultants, which provides an element of 'bankability' to the numbers.

As others have commented , the RNS's are notable for their deafening lack of update on 'approaches' ; current relationship with COIDIC; and the radical offshore port concept/Yantai group's involvement.

There's a smaller procedural/admin issue that remains unaddressed AFAIAA : the 2020 element of ZIOC 'team's Retention Fee package
https://uk.advfn.com/stock-market/london/zanaga-iron-ore-ZIOC/share-news/Zanaga-Iron-Ore-Company-Ltd-Management-Incentivisa/80631873

.." Retention Fee Package
...This consists of an additional amount (the "Retention Fee") to be determined on a one-off basis in both October 2019 and December 2020. .."

The 2020 amounts haven't been disclosed. When I asked AT about this a while back, he replied that they were 'too busy with other things' - which seemed just about believable at the time.

This may be a hobby-horse of mine - and I may be kidding myself (confirmation bias anyone ?) - but THAT argument doesn't hold any longer, if it ever did.

Taken all the abovetogether, I'm on balance inclined to kick my own investment can down the road for another spell.

NAI, DYOR etc etc

BUR has a very interesting business model. They're basically high-end contingency funders. They bankroll the plaintiff to pay the lawyer's fees (in this case 'magic circle' Clifford Chance), against a %age of any recoveries, I believe typically 20-30%.

They play the odds , diversify and don't take on cases that they don't (as lawyers) think they have a good chance of winning.
The risk/reward calculation is usually skewed very much in their favour.

Anyone interested in learning more (no advice intended) should have a look at
https://traviswiedower.com/2021/04/20/burford-capital-is-by-far-the-most-undervalued-company-i-know-of/

HTH