Member Info for G_G_G

I'll take anything right now, but agree that it looks like manipulation. Interesting that it appears to be coming from across the pond... We must surely be on some radars for a t/o now. Even removing the vast majority of the Search business this company is still throwing off decent cash. Debt is a problem, but I expect them to have paid down at least $25m of it by half year. Debt to Ebitda will be less than 1 by year end, and EV EBITDA ratio will be back to 5. Feels like silly numbers, but then again what hasn't been silly here the past 12 months. Update on Shinez legal proceedings needs to be addressed as well.

Indeed. Quite a flip flop from the new LSE poster.

Looks like buying pressure was coming from the US based on timing? Not very high volume. Would be fantastic if its the start of something. Offer for £1 and they can have my shares.

SP jumping 6% is interesting.

Also interesting that a new poster appears, as in new to the whole site, with information saying to sell it all. I'm not one for conspiracies but...

SIM, the Search business has been downgraded almost to Zero. The current mcap valuation is pretty much entirely on Domains and Comparison. So how much worse can it get...?

you're a two-bit punter hardole, otherwise you'd be furious with what has transpired. and if you have pbs email address then post it here.

sorry stas it was crl. thanks crl. names of legal folks below.

johno, i'll jump on the discord group this evening to state what i believe is our case. i imagine there's a few people who lost more than hardole's lunch money. i simply will not lie down and let that overpaid, incompetent, deceitful clown ruin lives. i've done a good chunk of my children's future on his negligence and bull****. bottom line is no-one knew about a monumentally important clause in that loan until it was too late. it was clearly withheld from the market. clear delays in announcing the funds not being paid, and the importance of them in each rns. and then interviews during this time stating that the loan is not contingent on the fundraise.

f@cking incredible what has happened. mind boggling incompetence and deception.

damon parker

dparker@harcusparker.co.uk

0203 995 3900

contact harcus parker. jenny morrissey is another contact.

the discord club can help here given they had so much interaction with our chief snake oil salesman. if the members hold what they have been telling us then many are nursing up to £250k losses.

do not think it will get turned around on the next drill. if they raise at 10p we are ****ed for years, regardless of the drill results.

whoever the leader is of the discord club needs to front up here as they were sharing so much of what baay was saying, including the loan contingency. the club needs to take some responsibility for promoting the falsehoods by holding the person lying to account.

to the leader who has his email address, tell him that lawyers will be contacted. he can fix the mess. or he can get sued. but fixing the mess is not raising a penny below 20.5p, which is what we were all told was the successful amount, and that was not related to the loan in any way. his f@cking words.

crl, let's gather some names to sound out legally. i've put the ones stas has provided below. i can start pulling together the rnss. the three ones that matter most are:

1. delays in receiving market-sensitive information.

- over 1 month between 'successful fundraise' (08.05) and 'not receiving funds (16.06). there was also the end-date provided for receipt of funds being 15.06 where we received no update (rns 08.05).

2. omission of market-sensitive information

- the contingency of the loan on equity raise was not shared until 30th june when we learned the true significance of the missing funds. this is absolutely market sensitive, given the significance of the equity raise required, and for what it was required.

3. misleading information

- rnss state the use of funds, and the raise is not contingent upon the loan.

- interviews clearly state they are not contingent on one another. stas has provided one.

- rns 16.06 stating funds not received referenced 'paperwork requirements' and 'respected iis'. these will need to be provided as there is no respectable ii that is legally on the hook that will try to shirk that responsibility. the wording of the rns downplays any issues. and it provides no statement about the contingency on the loan.

i ask that all posters help with checking other interviews. and, they pull together any correspondence between baay and themselves in email format.

we could get absolutely shafted here. there is also the list of 'incompetence and negligence', but this is plain and obvious for anyone to see. this can also be provided if needed.

bottom line, we cannot be held accountable for the omission of sensitive information, delays in receiving it, misleading statements, incompetence and negligence of the bod, and in particular baay. someone said he earns $1m, surely this isn't correct...? that's multiples of industry levels for a minnow. not to mention the size of the bod.

enough is enough. if they raise, we're screwed for years as the sp will not recover in this time, and baay and the bod will survive earning a fortune, as the new major shareholders will keep them there.

three options:

1. get the cash

2. change the loan agreement to not be contingent on an equity raise

3. drop the loan and central (and we're back to square one).

we can then remove baay and bod members at the next agm as it's truly unforgivable what has happened. the only way he gets to stay is options 1 or 2 achieved.

to think folks here were calling +30p. how unbelievably **** do you have to be at your job to mess this up. it is entirely baay's fault given he had 6 months to arrange the loan and equity raise, which was clearly a requirement for the bank to give the clown any money.

hardole, clearly you're a tiddler pi who has only lost his lunch money so f@ck off with your comments as people here have lost over £100k. i'm approaching that and invested on the information that was provided. not what was omitted, dela

4. Incompetent and negligent management

- Not separating the loan and the equity raise.

- If the equity raise was the only way to get the loan, waiting for the funds to BE IN THE BANK before signing off on the loan. He had 6 months to get away the raise, which probably could have been done at an even better level given the sp during this time.

- Alternative to FUNDS IN THE BANK, would be KNOWING WHO THE 'RESPECTABLE IIs' JOINING THE ROSTER AS MAJOR SHAREHOLDERS AND HAVING THEM LOCKED DOWN LEGALLY. Surely for an equity raise of this level, which is funding a business transformation, due diligence would have been carried out to ensure the new major shareholders are who we want on the roster...? Surely over a period of 6 months they could have found those respectable IIs...?

- Choosing Portillion and Oak. Was any due diligence done on Portillion? And we gave these guys the lion's share of the equity raise...? Absolutely shocking to be doing business with them.

Please feel free to add to the 4 points. More importantly, please add to the thread any interviews, email comms etc that fit within the 4 points that have been made.

The company have three option form my pov to not wipe us out - 1. Get the cash @ 20.5p, 2. Change the loan terms so not contingent on equity raise, 3. Kill the Central loan and deal.

Remember, if they raise at 10p we get f@cked. We will be diluted into oblivion and Baay will likely remain in his job as he can rely on the new shareholders to be voting for him at the next AGM.

I'm fine if I make a mistake on the market with all the necessary information to hand. But to have information withheld, and then misled, is unforgivable. That f@cking clown needs to sort this out. Get in touch with the FCA guys. I'll look into Stas's legal contacts. Roach fixes this mess, or it comes back on him.

I'm starting this thread to gather evidence relating to market sensitive information omissions and delays, plus misleading statements. My ask to the group here as follows:

- Find every piece of information, interview, rns, emails from the company etc. that shows the market was uninformed, and/or misguided by Baay regarding the loan and capital raise. I've started collecting a few examples, but will require this information to engage the folks that Stas has kindly provided (below).

This is where a Discord Group can really make itself useful btw. Whoever is the leader of this group, I'd like to make a connection as I have no doubt that you have had conversations with Baay regarding the loan and debt being separate, and not contingent on one another. We can also use the group to rally cash if needed. I have seen on this BB members of the Discord Group challenge posters about the £10m in missing funds not being a big deal as we've drilled Casc 5 and still have Central - it's this information we need as many (including myself) invested and doubled down on this falsehood thinking it could be a good thing.

I, for one, will not accept a further raise being done any lower than what we were told had been successful. The share count will explode and our losses will remain for an incredibly long time if this happens. They have 3 options to protect shareholder wealth (their fiduciary duty)

1. Pursue and receive the cash from Portillion and their 'respectable IIs'

2. Renegotiate the loan terms to what we were led to believe was the case - no contingency

3. Drop Central, and we go back to where we started.

I will not watch Baay go out and print twice the number of shares on the back of a completely bombed out share price due to mgt's complete incompetence and negligence in managing the raise and loan, and misleading the market in saying they were separate. Critical information that was omitted, delayed, and evidence of misleading statements, is required for the below steps. It would be great if someone could provide direction on how best to share and store this information.

1. Omission of market sensitive information:

- Loan being contingent on $25m equity being raised. Unbelievably important information that was not shared with the market.

2. Delays in announcing market-sensitive information

- Over 1 month passed between fundraise announcement (May 08th), the expected receipt of funds (15th (May) and the 16th June RNS stating they were yet to receive £10m. Incredible passage of time to not inform the market of the missing funds.

3. Misleading statements

- Interviews and other comms stating the equity raise and loan facility were not linked.

- RNSs stating the capital raise purpose was for development and not contingent on the loan.

- RNSs of missing funds stating it was only paperwork delays with respectable IIs

TBC

Highland, surely this isn't going to be the argument - 'the private placement is not conditional on the acquisition' is essentially flipped...? In other words, the placees were not agreeing to hand over cash based on the acquisition being closed. Surely it works both ways.

And even if this could hold up, how have they waited for over 1 month past the 15th May deadline for money to be transferred, whilst announcing 'successful placing', to tell us they haven't received £10m.

And to then lead the market to believe 'it's just paperwork with respected IIs'. And all the while, NOT mentioning the acquisition is dependant on $18m equity being raised.

Not sharing market sensitive information in a timely and accurate manner for more than a month...? Declining to state the loan financing the acquisition NEEDED the equity raise...? And to state the purpose of the raise was for development only (also in an RNS).

I don't think there's any wriggle room for them in not sharing market sensitive information. There's no way in hell that I would be adding shares if I knew everything could collapse on this missing £10m from an outfit like Portillion.

They need to get the placing cash, change the loan terms, or drop Central. But to do another placing essentially means Baay is going to absolutely massacre PI holding PLUS keep his job. There is no way this should be allowed after keeping such information from investors for so long.

There's only two things to do from my perspective.

1. Push for a new loan agreement that doesn't include $18m in equity being raised. This would mean the share price bounces back almost immediately as we'd still own Central, which pays for itself. And we'll have Casc 5 drilled. Hopefully this will give us just enough headroom to drill Casc 4.

2. We let Central go. As painful as this sounds, we would be back to square one with a lot less debt and Casc 5 drilled. If Shell wants someone's head then there's Baay plus plenty of other necks on the board of this minnow.

To expect that shareholders are going to pay for these mistakes by giving an outrageous amount of the company to god knows who this time, is beyond belief. Someone comes in at 12p and takes 20% of the company after a calamity of errors. That should be illegal.

They either change the loan terms, drop Central, or go after the 'respectable IIs' that Portillion had supposedly closed. But raising more capital after misleading investors and keeping so many important pieces of news from the market should be blocked.

On that note, does anyone know of any lawyers who go after mgt teams that do such things? This is where the Discord group can flex its muscles. Engaging lawyers to block a raise after what has been said and done is the only way to keep a portion of our wealth. Alternatively, we'll get absolute sharks on the roster for peanuts who will own so much of the company that we won't even be able to replace Baay and our seemingly useless bod.

Absolutely disgusting levels of incompetence and deception that has transpired here. And no wonder Baay couldn't give answers on who the new major shareholders were - he didn't know. Incredible.

I got a message from LSE stating that I need to refrain from making any libellous comments - anyone else get one of these?Interestingly the only post that was removed made a summary of statements made in various RNSs. The post highlighted how in the May 08th RNS it specifically stated:

- "THE PRIVATE PLACEMENT IS NOT CONDITIONAL ON THE ACQUISITION".

My post then went on to highlight that the statement was never corrected, and the first time we heard about the loan being contingent upon $18m in equity being raised was in the 30th June RNS (yesterday).

We also heard nothing about funds not being received in the 'successful private placement' (also stated in an RNS) until 16th June. This RNS essentially said 'nothing to worry about', 'paperwork issue with respected Institutional Investors'. Most importantly, it DID NOT mention anything about the loan being contingent on $18m in equity being raised.

The 23rd RNS also DID NOT mention the loan contingency, however they did change the words 'Institutional Investors' to 'Certain Investors'.

I wonder how anything being mentioned here is libellous. Me calling PB and his mgt team beyond incompetent is hardly untrue given the way this has been managed. To give such an important fundraise to Portillion is almost beyond belief. To not check the funds are secured (ideally transferred) with the so called 'respectable IIs' when they are going to own such a huge part of your company is even more mind-boggling. But to state in black and white 'Successful Fundraise" & "The Private Placement is not conditional on the Acquisition", and then sneak something into the RNS yesterday that is completely different is what exactly...? How could any of this not be described as incompetent and negligent when providing a clear falsehood in an RNS and then not correcting it or letting the market know about the true impact of not having the funds secured from an outfit like Portillion? What does one call that exactly...?

Feel free to throw everything you have in your responses. Maybe we can all get a warning and see if the mgt team wish to take it any further. Absolutely disgusting that such management can cost some people significant chunks of their life savings. He has hit me and my young family for £100k. That's a fortune to many, including myself.

If they go ahead with a capital raise after what has happened it will literally destroy shareholder value here at an incredible level for years. And who will get even more ownership of the company? Will Roach even let us know this time? It should be illegal for a company to raise after making such monumental mistakes, and when doing it misleading the market on critical information, and then keeping the market in the dark by omission for months.

To be continued...

Thanks Johno. Agree 90p would be a steal, but it's a 45-50% increase on current sp. If we were offered £1 they can have my shares.

Really does feel like this is being played between 60-70p at the moment.

The remainder of my last post was saying:

- Importantly, NOTHING stating the loan is contingent upon the proceeds of the fundraise being received.

And in the 23rd June RNS we also don't hear anything about any loan / fundraise dependancy. What we do see however, is they have removed reference to 'institutional investors' and instead refer to 'certain investors'.

It really is quite something that has transpired here. Roach needs to be sacked, alongside anyone else responsible for such a shambles. TRIN was bad enough. But this is truly special. Fraudulent statements from the company combined with sheer, unmitigated negligence. We're way beyond incompetence on this one.

Suggest folks start phoning the NOMAD. I'm going to pick up with the FCA tomorrow and will share what I need to submit to them if others wish to do the same. If the bod don't sack Roach then maybe we can force the issue another way. Portillion and their imaginary IIs need to be investigated as they are a big part of this web of lies. But make no mistake, the responsibility lands with Roach and the bod who never should have been dealing with them in the first place, and should not have misled the market on the loan / fundraise dependance, and should have informed the market much earlier about not receiving the funds

Johno, find a hole and stay there.

So let's get this all straight, especially for those who think Roach and co are not to blame.

1. They stated prior to the raise there wouldn't be one - remember we're meant to be self funding. Blatant lie.

2. They have stated in an RNS (legal binding company release) that the capital raise and loan are separate and not dependant on one another. Worse lie that can result in legal action.

3. At no point during the process between the final Central agreement and capital raise being announced did they mention that the actual funds had never been received from so-called 'respectable' funds. Information withheld for an extended period.

4. At no point during the process when funds were being chased did they mention the loan is contingent upon raising $18m. Until today that is. Further key information withheld for extended period of time.

5. Roach and co employed dodgy brothers for £10m raise for z TRANSFORMATIONAL acquisition AND DRILL TO FILL program. What vetting had been done? How did they close on a loan the size of Central without ensuring funds were locked in with the 'respectable placees' where the funds are legally bound, and absolutely water tight. You would think they had learned from TRIN, which cost us millions to lose out because someone forgot to check the legal parts of the agreement. Beyond incompetence. Absolute negligence of the highest order. AGAIN.

I don't see us in administration. I do see some serious legal minefields though. Given I'm going to engage the FCA on clear falsehoods in RNSs, and withholding critical information for months, one can only wonder what the new shareholders who coughed up £5m are going to do. For all we know that money could fall over given they are only sending paperwork TODAY. We don't even know if we have the £5m!!!

Options as follows;

1. They renegotiate the loan terms minus $18m funds. This is by far the best option as we keep Central. Have Casc 5 drilled. And very slowly drill to fill. Low dilution as well. We may end up better off.

2. Raise the remaining money ($11m). Huge dilution. Terrible option given harm done. And who would give our dodgy mgt team money anyway...? Let alone $11m.

3. We don't raise the remaining funds, and the loan plus Central fall over. Back to where we started with Casc 5 drilled. Legal issues but my back up preferred option.

As a PI I'd prefer it if we lost Central as I don't see us getting $11m away based on what has happened without epic dilution. This has of course been made worse because our f@ckwitted, lying CEO said they are committed to raising the cash. So the share price not only gets hammered for the NEW information stating the loan is dependant on $18m being raised, but the market now knows a raise is coming so no-one is buying.

I want Roach gone. To be honest I want the lying c@nt crucified. I tried to contact the 3 x NOMAD reps. Guess what. No-one at home. No call back from any of them.

So many things here to unpack.

The first and foremost is how the company settled a loan agreement to buy Central when it didn't have the fundraise ABSOLUTELY secured? This is where things have gone horribly wrong to begin with. We had been led to believe the raise was done and dusted (and originally that one wasn't needed). Whether mgt were misled by Portillion or not, they should not have been able to close on Central without knowing the funds were 100% secured via OAK and Portillion. And if this isn't the case, where they don't have ironclad wording legally binding Portillion or the placees to the £10m, especially given its importance FOR EVERYTHING, then I'll be lost for words on the incompetence and negligence of mgt (and deceit by Portillion who would effectively be off the hook for the money).

We were led to believe from Roach the fundraising and amended loan were separate. I've seen him in interviews talking about how the raise was about accelerating the 'drill to fill' program, and not about securing the loan. This is straight up misleading and dishonest.

The useless c@nt needs to front up and explain what has happened and what comes next. And he better not hide behind 'we can't say anything because of legal action'. He used that for TRIN and it turned out they didn't have TRIN legally bound to the offer, which they must have known almost immediately. The most amateur thing you can think of was missed. But, if they have done it again on this fundraise, then being fired would be the softest thing for Roach and co. given the damage that will have been done.

Imagine being the other investors who picked up £5 for 20.5p... I also noted in the RNS they are delivering the final paperwork to them TODAY. WTF!!!

Seriously, how the hell have they announced the fundraise for £15m without having the funds secured and ALL legalities signed off if it was dependant on securing the loan for Central. If they knew that the bank wouldn't give them a loan for Central without a fundraise (remember Roach said it would be self-funding), then why the hell didn't they raise months ago in the mid 20's. Surely their CLOSE BANKING PARTNER wouldn't have strung them along for that many months before saying, 'yeah last minute change of plans, we'll need you to raise $18m to give you the loan'. After Central was first announced the sp was sitting in the low to mid 20's for months.

And what happens with Central. Do we really own it? Or is it in no-man's land because the $18m equity hasn't been forthcoming.

I'm so f@cking angry right. Roach needs to front up to investors.

Oh, and who was the learned poster saying 'have spoken to TXP, and it's all just paperwork being delayed'? Who was that? And who did they speak to at TXP? Is it in writing?

I wonder if Roach is going to front up to investors for an interview on the most important RNS from the company in recent years...? Also, who is the leader of the Discord fanboy club? I'd like to understand what has been discussed with Roach on the fundraise to date. And what they intend to say to the Roach and co. on the back of this. If they don't have the £10m guaranteed by Portillion, given its importance to the company as a going concern, then Roach should resign or be fired.

Jesus Christ, I feel sick.

Where are Johno and the other f@ckwit rampers taking everyone down for pointing out Roach and the mgt's team background now? Probably selling.

Can someone please point out whether it has been mentioned in previous RNSs that our Central loan agreement was dependant on the fundraise. Because folks on here were stating in a factual manner the two were separate. If this hasn't been mentioned, then it is critical information that was missing from all other comms. Roach ABSOLUTELY led investors to believe they were separate. It's also the reason why the share price has been smashed to pieces, as the development program is the smallest part of the mess that has been created. We could lose funding for Central as well. The mess this has created is massive. And if Portillion and the placees are able to get off the hook for the £10m, they can effectively buy £10m worth of shares now for far less than 20.5p, or come back and ask for 50% more shares at 14p.

I have never in my investing life encountered such a thing. Absolutely amateur all-round and has a similar smell of failure like everything else this bloated mgt team have touched in recent memory.

As for Portillion, who are these bucket shop c@nts? And from a legal standpoint, surely they are on the hook for the fundraise being met...? If not, then how the f@ck have our bloated mgt team not had legal guarantees edged in stone for the funds given their importance to the Central loan AND the development program that pays for it. It's like TRIN all over again - whoops we forgot to put any legally binding wording into the acquisition terms. If they have missed this from the fundraise terms then I'd be lost for words on the absolute FAILURE of this mgt team in all important matters.

Appreciate it if anyone can find reference to the loan being conditional on the fundraise in prior RNSs. If this isn't obvious, then I believe action should be taken against the mgt team as well, and not just Portillion.

Absolutely f@cking disgusted. And a stop date of December 31st. You have got to be kidding me. Everything has to be put on hold for 6 months. The whole 'drill to fill' program. The TRANSFORMATIONAL Central acquisition. All f@cked.

I think the first things we need to know from muppet central is whether we have received the extra £10m of funding. And if not, what impact that will have on the remainder of the year. Crazy to think we are half way through the year and have no idea on what to expect wrt 2025 production and NOI.

YHAL, Lukee, what sort of bid you think would be needed to take this private?

On KBT, isn't the delist offer simply the amount remaining after accounting for Kestrel's ownership...?

Lukee / others, do you think Kestrel are doing this, alongside establishing a couple of close ended funds, in preparation for a t/o of TIG? Looks like they're getting ready to go after something from my pov.