Member Info for Porky9

I believe everyone agrees that the business is better for having Suzy in it but, its clear she is way out of her depth. I stand by my view she is a brilliant scientist just sucks at being a CEO.

IMO she is a terrific person, lovely, a people pleaser and thoroughly decent but for a CEO role the position needs more grit, a no nonsense individual and this just isn't Suzy. She lacks the required commercial acumen for this role and i just think its time to put her hand up, admit to the disaster that is 201 and for the good of the business help recruit a new CEO and move to a newly created Group CSO type role.

If resolution 4 said vote no to CEO and yes to head sciences it would be clear cut but its not, its a vote her to remain a DIRECTOR as such the vote can only really be a YES and also i wouldn't wat to see the business without an effective CEO until one is found.

My view is that we vote her to stay as a director, she finds a new industry CEO and moves aside. With Kevin gone she could do this. IF she can’t then we need Adam ideally to put forward a resolution to join as NED to then help her make the appointments.

All Adam needs to do is put forward a resolution request, 28 days- lets face it he would have zero problem securing the votes required for the resolution to be passed.

IF we can’t make these major changes now as I see it, we are in for much of the same and they will just burn through the next issue of cash and come it again.

Time for change but if we can force change, i actually think they can move forwards as a significantly stronger player.

Good luck

Despite the dire performance he was awarded a £17,500 bonus. I nearly spat my tea out when I read that in the accounts. How ludicrous is that? So, in the previous year he earnt £38,250 as non exec chair and this last year now earns £64,683. Sorry but it’s a form NO from me.

I’m accepting the argument that Suzy looks to him for guidance but come on, he has resided over all these poor decisions, enough is enough and I would question how good is the guidance?

Also, this is not the time to be splashing the cash, the entire biotech sector if battening down the hatches and preserving cash in this biotech funding drought.

IF anyone has a different view, please say but equally he didn’t buy any shares when he got his bonus either did, he?

I see the removal of Kevin as a good thing, it will force Suzy to find a strong industry specific replacement, ideally a CEO so she can step aside and focus on the sciences.

Resolution 9: Reappointment of Stella Panu

OK I’m going to be controversial here.

Yes, I agree that she didn’t come over well during the presentation, a bit arrogant playing the blame game and her refusing to invest has really hacked off shareholders and illustrates lack of confidence in the business but you could use that same argument for all the board. However, she is a VERY experienced NED.

Her background is one in financial, M&A capital raising and you could argue we have that covered however I’m not voting her off now. I genuinely believe she has more to give yet and is well connected.

Also, IF they are about to drop potentially 40m headway shares in a placing the timing is not right for her to buy now, is it? you can’t expect any newly appointed NED to buy shares knowing they will get heavily diluted?

As such I’m giving here the benefit of the doubt for now. IF she doesn’t support the raise and show confidence at that point then she’s toast at the next AGM

Unless others here can justify why I should change my vote?

I think practically EVERYONE here and on ADVFN has similar views to vote NO to both unless anyone has anything else to add?

Resolution 5: Gerry Desler

He resided over the April 21 crash of the business, same for the emergency placing this year. The whole point of an FD is for tight fiscal control. I see no evidence of that.

Meanwhile, he charges £18.5k to VAL via his accountancy practice for book keeping services, is on a £48,000 Salary and just got a £ 5k bonus – a bonus for what exactly?

We need a fully focused appointed FD with tighter fiscal control. Why didn’t he advise the CEO of the risks that THX might not come through in time and do the raise at 30p rather than wait until it was almost too late? If he did advise Suzy why wasn’t action taken? Either way we can do better than this.

Resolution 7: Martin Lampshire

A background in banking/Finance and fund raising. Frankly, I’m done with all that, they have Stella with fund raising skills. I want to see industry related NEDS, NEDS that can influence direction, connected in the Biotech space. His bonus was £ 5,200 no idea why. His PT NED Position costs us £30,855 I think its time for change, and we can replace with an Industry connected NED.

So, it’s a firm no and I am also voting NO on both. Also, the other No that practically everyone agrees on is: -

Resolution 11: Issue of 10m share Options.

They have enough options as it is, not gifting another 10% of the company away. Let’s see them actually buy some shares and have real skin in the game. No brainer this one for us all to vote NO especially If we are granting headway shares of 40m for the operation as it is.

Without doubt EVERY poster on these forums has an opinion of how they think we should vote. I have my ideas and some of you have others but the bottom line for me is that a poor director does not wake up the next day and suddenly become a good one.

Continual errors here are being made and that needs to be addressed. Likewise, I don’t think any of us have an issue with them needing extra working capital if spent wisely but, where I think we all agree is that a line needs to be drawn on the continual spend/raise/spend/raise/consolidate cycle situation we are in.

Resolutions to be passed:-

HTTPS://www.valirx.com/sites/default/files/2023-06/ValiRx%20Plc%20-%20Notice%20of%20AGM%202023%20%5B28%20June%202023%5D.pdf

Despite IMO a poor year for shareholders, the boards need to raise emergency cash, the dire handling of 201, the massive increase in losses, lack of updates on the legacy pipeline despite the best part of £35m invested in the business over the years, the board have still awarded themselves nice bonuses. I genuinely consider that the board have scant regard for investors cash. IMO at this time, the award of cash bonuses was NOT justified.

The board awarded £ 62,300 in bonus payments and benefits payments, telling us Buy and Build was off the agenda but then spent £170k on lab assets from a failed business whilst asking for headroom shares to issue for yet more cash they will need to continue running operations from the end of this year. This money spent was from shareholders in the last placing. This was not the intended purpose of that money.

It annoys the hell out of me that VAL IMO are running what looks like a champagne lifestyle on beer money and have developed an almost arrogant attitude that issuing more shares is an easy way to get more cash in and its practically guaranteed - it feels like they have a kind of disconnect that this is actually individuals hard earned cash they are spending. The comments at the presentation endorsed that, I genuinely believe they still just don’t get it.

I am posting next each resolution so that the specific resolution can be addressed individually, just in case collectively there are other considerations not being considered when votes are cast but changes must be made.

Good luck everyone.

Pork’s

@Harvey03

LOL very good - No i read the boards at LSE on a regular basis. I have just chosen not to post for the last couple of weeks as i was clearly upsetting a few posters. I genuinely mean this, its not my intention to upset anyone. Life is far too short for that as we know and i wish everyone here well.

I will post a constructive message later based on my own analysis regarding some of the points raised here. Non of the issues at VAL are insurmountable but without doubt we need changes to the Board without that its just going to continue as a spend/raise/spend/raise/consolidate business and that's not good for shareholder longevity.

Take Care

Pork's

@ria20

I would agree that the market cap value of OSI is incredibly depressed, I also believe that the AIM market is not the place for this business as much of the investor base is totally clueless regarding how SaaS Businesses operate.

However, it it is NOT a buy at the current SP with at best a heavily discounted placing hitting this to raise sufficient working capital to fund the CAC to get its installed base towards the break even line. Its that simple. They need ideally about £6m raised. My fear at worst, this could be delisted and taken into private equity where properly funded they would make an absolute killing.

Private Equity valuations for SAAS finally bottomed in final quarter of 2022 they are now climbing again. The Mean valuation is 5.2X ARR which is more than three times the current market cap BUT with the cash position as it is the risk of delisting or not getting a placing done is VERY high.

Should OSI remain listed and they sort the working capital with a placing that can take them to break even, frankly i will be all over this like a tramp on chips, the current issue is not insurmountable but it needs dealing with urgently and dilution can only be harsh as its mcap is currently a mere £2m and a raise would need to be at discount.

Good luck, clock is ticking.

@Cagney

Not sure why the bounce but the market is a funny thing at times and MMs need to stimulate interest. I will likely take part in the placing, i like this business just not sure how they can bridge the working capital requirement and concern this could be taken private.

By my rough calc they need to raise about £6m and the window to do it is rapidly closing

@Minnissage

As I see it Suzy needs solid support from her co-Directors. Gerry resided over the first crash and again over the emergency placing he should have pointed out the risks of THX not coming through. So he is 100% a no for me and I agree with you on that point.

I’m voting for Suzy to stay, I know she has made some poor decisions but she is in the wrong role, the business is better for her IMO but not as CEO. I want her on the BOD but a new CEO found with commercial deal negotiating skills

I’m voting Martin Lampshire to go I don’t think he adds any value what so ever and we could replace with an industry connected NED that could support and buy shares.

I’m also voting Kevin to go, i go back to all that well done back slapping at last years AGM, IMO Shareholders were dealt a rough deal last year and yet they have just carried on, business as usual and taken Shareholders for granted. Time is up for him.

I’m Voting Stella to stay, brings quality to the board. She needs to buy shares and if she doesn’t support the placing she is toast next AGM for me but benefit of the doubt for now.

As for the share issue resolutions yes to two 20m resolutions, the 40m total we have to trust them. No to the 10m options, they have more than enough options as it is. Adam has confirmed he won’t be brought so frankly they don’t need them.

That’s my call, good look everyone else with your choices. Good luck

@Metom

Back for the presentation, I will give the forum a rest as I genuinely don’t want to upset you or anyone. Just wanted to control the ramping and give a different side to the investment profile, it’s not healthy being in an echo chamber - If we ever do meet I would still buy you a pint - take care.

@Goomer

Well actually the discussion has gone from, "Porky they don't need more cash, we have enough blah blah" to "OK well 20m head way " for working capital .

50m more shares is Possible now with the Share Options - 50% dilution.

Also, Adams view as senior SH i actually value. I'm interested in his view. He can't be happy with recent events and another 50m shares? So what resolutions he thinks we should support i value.

@Paternosterpauper

Pointless comment

@ob

Fair enough

Not long now until presentation so looking forward to it.

Go on Adam, Tell us which of those resolutions you will vote for??

Do you think 10m of options, 10% of the total capital should be voted in ??? Sounds like a lot to me especially with the recent progress?

@barb1234

Just read that this is your new account

OK - so are you prepared to state what you will support here ?

@barb1234

Are you expecting to be joining the BOD anytime soon then?

You raise a fair point but equally business is business and with respect you don't have the financial level of risk that Adam has here. He is the largest shareholder and in a position to influence policy.

I agree that SH should possibly not act until they hear from the BOD and watch the presentation next week but we as it stands we are looking at a Minimum of 40+% most likely 50% dilution about to head our way if these resolutions are passed:-

20m Shares working capital, 20m Shares other/as required, 10m share options.

HTTPS://www.valirx.com/sites/default/files/2023-06/ValiRx%20Plc%20-%20Notice%20of%20AGM%202023%20%5B28%20June%202023%5D.pdf

I'm absolutely amazed the SP didn't take a real hit on this release today, perhaps everyone is waiting on the presentation next week but they are going to have to do one hell of a tap dance to justify this.

Also 10m of share options??, good grief, to reward what exactly? Unless this is in reserve so if SH support unlikely they cut a deal with Adam to get the resolutions passed and use them to cover off his dilution?. Hence the radio silence from him. You might think that morally wrong and not like the suggestion BUT as say its business.

Be interesting to see what gets voted through at the AGM but its certainly shut the ramping club up this afternoon, not expecting this to be coming through were they???

@Borsici06

Brilliant Post and factual - Shareholders need to READ the PDF - I’m not going to say I told you so but it’s exactly as expected as it’s what they need.

What I am shocked about though is the 10% of the company being given away as options BUT I predict that my be needed to secure Adams support to ensure the resolutions are passed.

That PDF should shut the ramping club up, it spells it out.

I stand by the placing at 5p and actually there is a risk it’s as low as the April 21 level again at 3.5p if they struggle to get support - and mark my words on this, the issue will be made because the board have next to no skin in the game and it matters not what price the raise is at

Because even at 1p it would just mean more shares to issue and that doesn’t affect them.

@Iceman (PatientInvestor)

I am shocked at your reply, wow, guess you read the PDF

First time ever I am in total 100% agreement of what you post - it’s spot on.

Going to get real interesting for sure now...

50m is what they need, numb nuts, you are now having to endure it in instalments.

Business plan commitments can’t be met long term without significantly more cash and I see no even5 that will bring that cash in other than from shareholders via placing, but let’s see what they present next week

@SamBar

“Cash for a good long while” that’s stretching it a bit, guess what you define as a long time, 7 months max from H2. Not what I call long, but each to their own.

Warrants at 14p are counter productive to SH because more cash but at more SH dilution not to mention puts investors off buying now knowing a) Diluted for sure in placing due shortly after headroom shares agreed and b) if it ever did get back to 14p they guaranteed to be diluted for sure at that point also.

What they need is a license deal with a large upfront payment but they have allowed 201 to drift and it looks like ignored the others whilst they press on with building a lab business. Loss of focus IMO.

Can you imagine the difference had 201 gone to a decent Biotech with cash to fund the trials with a decent negotiated down payment say 5m ?? We could have avoided the last 4 raises and be two years down the road on the phase trials now.

It was a really poor management call giving 201 away and SH have been paying the price ever since IMO.

Anyhow I await the presentation but unlike the ramping club here I’m not expecting to hear anything radical. I’m just expecting more information on the labs side, nothing on the legacy drugs and then the request for headroom shares. Time will tell, maybe I will be proved wrong?

@HD

No, you are not getting it!

How exactly is more R&D going to pay the bills?

Yes, it’s a great thing, yes we need to be doing more R&D and yes it’s great that VAL would have first dibs on any offshoot from that peptide over the next four years BUT it won’t pay the bills,

Initially, unless I’m not understanding this, the whole point of VAL was to take potential drugs from university level, position them so they could then be taken by a bigger player to phase trials and our payoff would be an initial chunk of change on agreement and more on milestones should the drug prove successful on its journey to commercialisation.

Now, that vision has been practically lost. We are building a lab from start up. Yet have zero experience of building a successful profitable lab business, looks like the bulk of our investment is now going into that, we are NOT taking on the number of new evaluations a year that were previously agreed and we are not updating on any of the pipeline that has had millions over the years invested in it either.

I put to you @HD that the business now is NOTHING like the business initially invested into. I did not invest into a start up lab business - sorry

Not missed anything @HD

Initial peptide with them on previous extended evaluation is not fit for purpose however the letter of support from VAL supports a wider grant application and enables the university to continue R&D for the next four years on other associated peptides .

Yes it’s a positive that further R&D work can continue but a negative that the initial peptide was a blank other than the toxicology levels being low.

I do agree that more R&D work is a positive per sae

@Wallcrawler

Well maybe when you stop ramping...

And why is now another headroom raise 20m a good thing.? It’s 20% dilution and it won’t be enough, Anyhow, I can’t find the resolutions on the website in any event

Leave you to your echo chamber

@NH

So she has opportunity to explain the position at her presentation ideally before droves of shareholders vote against them without hearing her out - smart move