RE: If we resume trading4 Feb 2021 23:17
Hi all,
The accounting treatment issues are, IMO, interesting but secondary.
The FCA might be including in their review of the RTO a look at the role and background of some of the principal players , to wit :
- John Michael Treacy (JMT);
- Epsion Capital (Epsion), 11238881, owned by Eight Capital Partners (ECP) and Broker for the Placings;
- Eight Capital Partners, 09301329, where a significant shareholding and Chairmanship is held by IWEP; and
- IWEP, 11326360, vehicle of Dominic White, Chair of SYME and holder of 30.6% of SYME after RTO, by virtue of IWEP's 42 % in TAG's own post-RTO 72.95% shareholding in SYME).
(1) JMT was a Director of the 'seller' of the listing, ABAL until 3/20, having previously been instrumental as Director in the post CVA re-activation of ECP (a pre RTO 22% shareholder in ABAL), before moving to Epsion in late 2019.
See Companies House links.
(2) Epsion as broker to the 'seller' in an RTO is effectively working for the 'buyer' of the listing, SYME Italy, by procuring a market for its Consideration Shares
(3) ECP's shareholders as at June 20 include a 13.8% stake held by Cosmos Sicav, Malta,and 5.83% held by JIM Nominees (2 x Abalone Group , Malta entities) see https://find-and-update.company-information.service.gov.uk/company/09301329/filing-history?page=1 page 11 of AR to Dec 2019 filed 02 Sept 2020
(4) IWEP started life in Apr 2018 as VAD Option 1 with its 10K sharecapital also provided by Cosmos Sicav, Malta; IWOLF (DW vehicle) subscribed an extra 15K in Oct 2108 and then 25K in Jan 2019; Cosmos sold out in Mar 2019 and the Company's name changed to IWEP.
(1) , (2)and (3) seem a bit incestuous to me, but maybe that's inevitable in an RTO, aka 'hand-holding' ?
The shares were allocated (Prospectus p 60) based on the level and nature of demand; Prospective Investors’ profile; and which firm made the application. Epsion also had to make sure that at least 25 per cent. of the Ordinary Shares would be in public hands (a Listing requirement).
So the Broker is gatekeeper and vets/decides who gets shares.
The Prospectus mentions the 1.01% Placing that raised £ 2.24 m but says nothing about how the 25% requirement is to be met ( via TAG selldown, by post-fact inference from RNS).
(3) and (4) suggest that Cosmos Sicav provided , at the very least, 'seed capital' to ECP and IWEP.
(5) Cosmos Sicav is part of the Abalone Group, Malta .
ALL of the above, less Epsion , plus a couple of other ‘bit players’ in SYME ( Finance Group, Maurizio Belli and Emanuele Facile) have walk-on parts in this 2018 ‘comedy of errors’ in Palermo Football Club, Sicily, Italy :
Cessione Palermo: Dominic White, l'aumento di capitale e la sua SPV. Ecco chi detiene le Loan Notes da 15 milioni di sterline... - Mediagol
I imagine that - whatever else it is reviewing - the FCA will want to ensure that nothing similar has happened in their ‘manor’ / on their watch.
IMO
HTH