Member Info for pablo2

Thanks for discussion but the main point the Nomad was putting to me was that the deferred shares had a 'Flawed Trigger'. The profit that any of the PSVs make does not go to the main PPG P&L account but has to be kept separate for the tax purposes of the EIS investors. This was not foreseen on Aim admission. We purchased Plutus Energy for £485,000 and in addition agreed these incentives for the 2 directors. Plutus Powergen cannot now meet the criteria to trigger the deferred shares - profits are not going to go to our P&L account. So, it seems reasonable that some other way of getting the deferred shares is forthcoming. Perhaps some alternative form of incentive package could be worked out but doesn't appear to be on the table. The 2 beneficiaries aren't going to vote on the Resolution 6 (of their own choice I was told), but I imagine it will pass with their 'concert party' buddies. IMO they do deserve it and business, although in early stages, is progressing better than hoped for. It was a flawed trigger so something needed to be done to allow the deferred shares not to wither. The AGM is on Nov 20th and it will be interesting to hear what occurs if anyone posting here is going. I think there has been an over-reaction and business is progressing well though obviously the directors are looking after themselves. This is not dilution as it was shown likely to trigger in the Admission Doc when the deferred shares were created and IMO the 2 directors are unlikely to start unloading the shares as shown by yesterday's Director purchase. IMO an sp rebound on the cards to previous highs around 2p but may need some further good Ops news to 'trigger' - lol.

except PI's have mis-read the situation IMO

2 - 0, too easy, surely Villa can do something? Today's RNS extended at least to Nov 15 or Nov 30 as RNS before had done in October. Looks doomed but reluctant to sell my £800 worth for £25 now, so might as well hold.

Had a great chat to SP Angel. Ewan Leggat took the time to explain everything to me in great detail. The original trigger for the Deferred shares which needed to trigger within 4 years from admission in Aug 2014 was flawed. Because of the nature of the EIS funding for the SPV's (Special Purpose Vehicles) that is each project, the profits cannot go to the P & L account for PPG at least for another 3 years to maintain investor's tax qualification (EIS tax relief). Therefore, it is almost impossible for the original Earnings per share trigger to occur within the 4 year timescale. It was in the original admission doc that these 2 previous owners would get their 50m shares each when the company was beginning to show profits but with the nature of the beast this is not going to be possible. Seems reasonable therefore that the deferred shares which were valued at 0.6p in the admission document and formed part of the price paid for Plutus should be honoured. The 2 Directors do not have to pay anything for these shares as they were in the value of the company originally sold by them to form PPG. It is simply the way the SPV's set up with the Rockpool arranged monies must be kept separate to our P & L. The 45% stakes in these companies that we have also cannot be sold straightaway. With regards the upcoming vote on these deferred shares, the 2 beneficiaries are abstaining but the rest of us and the rest of the concert party can vote. IMO they deserve the Deferred shares as part of the original deal and the goal posts have only shifted because the original trigger was flawed and unobtainable because of the nature of the EIS funding and setting up of the SPVs. Today's Director Buy IMO is another vote of confidence in the company.

and founder of the company reckons it's worth buying some more shares. So do I.

Paul Lazarevic who's going to be given 50m shares has just bought 1.4m at market. Shows he isn't about to jump ship. Shows where his allegiances lie and how we've all been reading far too much into these 100m freebies which were coming one day anyway.

A stay of execution.

A lot of questions been brought up by Resolution 6 which from my understanding as I said before "Independent Shareholders of PPG will vote but there are 571m shares each with a vote and most of those are held by the 'concert party' = done deal. 'Independent' seems meaningless. Is that how we see the vote? The question is does someone getting their 50m shares want some major cash withdrawal (with hopefully an arranged sale of his shares to another major investor or concert party member)? Apart from all this, business model unchanged and very sound and loss of EIS funding long foreseen. Good pick-up point for the shares when sentiment recovers - could really do with a good ops RNS.

Despite the ludicrous LSE calculations above based on an incorrect Yesterday's Close @ 1.80p (which was Tuesday's close probably). Position probably stabilising and a great opportunity to those who missed the rise last time IMO

Resolution 6 to proceed with these deferred shares coming on-line is proposed by Independent Directors. It will also be voted on at the AGM by Independent Shareholders of PPG. However, both these terms in today's RNS are not clear. Who are the Independent Directors, without shareholdings, putting this forwards ? Independent Shareholders of PPG will vote but there are 571m shares each with a vote and most of those are held by the 'concert party' = done deal. 'Independent shareholders therefore is meaningless. ------------ Great company but got to let the dust settle on this bombshell. Will recover well and within a few weeks maximum IMO.

Of course, who's going to vote all this through - 'the Boys'. They're all going to vote for more money for themselves a.s.a.p. Apart from that, great company but pigs, trough, etc just like everywhere else.

In today's RNS they are saying that through HMRC rules they are not going to be able to show the profit they hoped to show in P & L but having to deal with things differently. Consequently the Boys are not going to reach their pay-in target anytime soon. Therefore, let's give them their dues now - Bod's thoughts, not mine. Some 'concert party' - could be up to 66% if all loan notes, options, warrants exchanged for shares

50m X 2 ------ got to be 100m?

Are suddenly coming good early. Don't think this is going to go down well as IMO they've shifted to 'very early' not waiting for profits to be made. 'No placings ever' but 100m undeferred shares are going to go into circulation after the AGM.

Yes, we meet again. This seems a little steadier business than DQE with no big 'receivables' problem. Also looked at DAIP - never heard of that one before and seems to have risen slowly this year. Have I called this right about sorting things out from May 2010 creation of the deferred shares? Complicated RNS but I think that's what it's saying.

Today's announcement probably ties in with the 19th May 2010 consolidation at 100 - 1. Then : "Shareholders holding 10,000 Existing Ordinary Shares will receive 100 New Ordinary Share and 9,900 Deferred Shares." - the deferred shares were created. Think this may be what the problem that needs re-organising.

So all this rearranging of things is painless but will allow the payment of divis as and when the company sees fit?

Unfortunately that EIS news is going to trigger a little downturn - it's only temporary but may last a few days before we can kick on IMO.

The end of this tax relief for investors in EIS for Plutus not going to be a problem and will probably speed up the funding process : LONDON (Alliance News) - Standby power generation developer and operator Plutus PowerGen PLC said it does not expect an amendment to the UK government's Enterprise Investment Scheme funding will "adversely affect" its business. The government outlined amendments to the scheme's funding Thursday to exclude activities that involve the provision of reserve power capacity and generation, as such activities are generally asset-backed and benefit from a guaranteed income stream and mainstream financing, thus removing the need for the tax-advantaged investment. This amendment is not retrospective, and will apply to investments made on or after the end of November. As such, it will not effect the companies with which Plutus has signed management contracts. The company said it had "long been aware of the likely government legislation to draw a close to EIS funding for its flexible power projects and as per previous news releases, it has secured alternative funding arrangements and continues to assess other funding proposals, all of which provide Plutus with an increased equity participation in new flexible generation sites."

Exactly, this might give the detractors something to go on about. The RNS states this may actually speed progress in the future but on face value this expected news isn't great. However, I also would buy on any dip as this has definitely got more legs AND 'No placings, ever'