The Real Reason for General Meeting19 Dec 2018 12:38
The Real Reason for General Meeting
Everyone believes today’s General Meeting was just about the authority to allocate shares and the disallowance of pre-exemption rights. Technically this is correct but!
As at close of business yesterday the Company still had available 119,085,730 shares from the previous authority granted and approved by shareholders on 17th May 2018.
FG requires to issue about 51 million shares (50,992,826) by the end of December 2018 (for the first tranche of Bond Holders converting at 3.76p) so he had sufficient head room to issue those shares but he chose one week before Christmas to hold a General Meeting why?
The reason why FG held today’s General Meeting is because he now has been granted by shareholders the Authority to issue not 200 million shares as agreed today but 319,085,730 shares (a lot of shares)
I said a few months ago many had overlooked the previous General Meeting when the Authority to grant shares was for three years. I said it was most unusual as I had always over the past 40 years only ever seen the Authority granted for 12 months or until the next AGM.
The key part of the Resolutions Document is:
“This authority shall be in addition to and shall not revoke or replace any existing authority pursuant to the said Section 551 to the extent not utilised at the date this resolution is passed”.
This clause is tagged on to the end of Resolution 1 and likewise at the end of the Special Resolution.
So now you know FG has the Authority (if he wants to use it) to issue up to 61.99% more shares. Why?
I believe I know what is going to happen next, I was blind-sided with Eufingest not converting all of their Bonds (they may have converted some, just have to wait and see if AIM Rule 26 is updated after shares are issued for the Bond Holders who are converting).
I would like to think I will not be blind-sided again and after you have had your debate I will let you know who is going down the same path as myself.
RKB
PS As always DYOR and you never know one day you could be an Olympic Swimmer Gold Medal Winner.