Member Info for RKBeekeeper

You do not have a clue what you are talking about.

Pathetic

RKB

Good afternoon Spary1

I believe you may be correct with your thoughts on the Bondholders having almost castrated us rather than the other way round.

In today’s deeply disappointing results Francesco said “Much has been achieved since the appointment of the new Board in July 2015, but other challenges still need to be overcome before the Board achieves its goal of realising meaningful value for the Company shareholders. We are confident that by continuing with our processes and strategies, this goal will be achieved.”

Francesco also said “The Company has been heavily involved in the attempt to extract as much value as possible from its long-standing subsidiaries.”
Finally Francesco said “The Group's operational existence is still dependent on the ability to raise further funding either through an equity placing on AIM, or through other external sources, to support the on-going working capital requirements. After making due enquiries, the Directors have formed a judgment that there is a reasonable expectation that the Group can secure adequate funding to continue its operations for the foreseeable future and that adequate arrangements will be in place to settle financial commitments, as and when they fall due.”

As I am ceasing Posting after today (well my predictions appear almost worthless) I am going to make one more prediction. Eufingest are not our friends, they are money people and are driven by money and I am now convinced that Eufingest will not convert their €3.1 million of Zero Rated Convertible Bonds, Eufingest will be rapid in cash, they do not want shares, their Convertible Loans of €2.9 million will not convert at 0.89p as that is now history, they will be repaid in cash.

Long Term Shareholders is what we are Long Term.

RKB

Thank you SP500.

Before I sign off (in disgust at the losses, yet again in our accounts) I was never a believer in the Bitcoin adventure but that was what FG wanted to do and it is his prerogative. What I would say is that all things (including our share price) go up and down.

Now when we began Mining for Bitcoins and the price was higher, were we going to sell each fraction of Bitcoin as we mined it? Would a “Miner” not just mine (when we had the cheap electricity) and then “sell” what we have “mined” when the price is higher than our costs? It is not as if we need to put our “Produce” in storage at great cost, FG could possibly have continued to Mine and then sell at the current price, which is greater than our costs (or so we were led to believe)

I was not scared to put my research out there, not like the ones (who know who they are) were only interested on their 10% trades or whatever they need to survive. Obviously I would have preferred to have seen some of our profits on the bottom line but at present it is not happening.

After today I will not be posting on our B.B. I remain a Long Term Share Holder and maybe one day we will be surprised, I was certainly surprised today.

RKB

PS it appears I have miss-placed my shirts but I am sure they will turn up (eventually)

Sosushi Legal Claim

We are again informed that a claim for €1,030,000 was filed against the previous Sosushi Management and that a criminal case has been reopened in the Bologna Court against the former Director and largest shareholder of this 99% subsidiary company.

I note that we were also informed that this “Criminal Case” was “closed” by the Court “IN ERROR” that is what we the LTH of Clear Leisure are up against. The system in Italy is a long and torturous one (especially in Sardinia)

RKB

Sipiem Legal Claim

We have now been informed that the Company filed a legal claim for €10.8 million in March 2019 against the previous management and audit committee of Sipiem.

This particular “Legal Claim” may be part of the reason why under “Admin Expenses” that “Legal and Professional Fees” have increased from €126,000 to €705,000.

Sometimes “Auditors” like to get as much “hidden” in bad years (well we have now had eleven bad years) so that when (if) this ever comes good then it “flatters the profits at THE COMPANIES CHOOSING.

RKB

Some Positives

“This successful outcome underlines why the Company will not hesitate to initiate legal action to protect shareholders interests. Two examples of this are:

• Firstly, the Company firmly opposed the decision of the Ivrea Court to deny the assignment of land belonging to Mediapolis srl (“Mediapolis”) to a Clear Leisure subsidiary (Clear Leisure 2017 Limited – “Clear Leisure 2017”), the Court preferring to sell the land through an auction process for €1.96 million (which is covered by a prior charge granted to a Clear Leisure subsidiary)

• Secondly, the Company counter-claimed for damages in the UK High Court against former shareholders and management of its subsidiary, Sosushi Company Srl, (“Sosushi”).

Moreover, the Company has been fully supportive of its Italian subsidiary, Sipiem Spa (“Sipiem”), which, in March 2019, filed a €10.8m claim against the previous management and audit committee, whilst, with regard to Mediapolis, the Company retains the unchallengeable legal rights to receive the proceeds of the sale (net of auction fees).

In addition to the above, in December 2018, Sosushi, has filed a claim to the Bologna Court against the previous management for an amount of €1.03 million, whilst reopening the criminal case in the Bologna Court against the former director and largest shareholder of the subsidiary.

The Company, with the support of its lawyers, remains very confident on the successful outcome of these legal actions.”

Taken from the Results “Overview”

RKB

Accounts: How to disguise Profits

So it appears on paper we made a loss! I suppose our new Auditors had to continue the same process as the previous 10 years and “Report a Loss”.

I will go through the accounts in minute detail to satisfy myself but one item that sticks out is the “Admin Expenses” of €3,878,000 compared to last year when they were €329,000.

When a Company produces an increase of 91.52% increase in “Admin Expenses” this is an indication of “clearing the decks”

RKB

Losses to Profits

When you see the Profits today you will see we have retained losses. This is because since 2008 we have always made a loss, but not this year. It looks like we have finally arrived.

2008 €2,305,000
2009 €128,000
2010 €8,290,000
2011 €6,440,000
2012 €1,980,000
2013 €6,250,000
2014 €2,530,000
2015 €14,710,000
2016 €397,000
2017 €1,884,000
€44,914,000

Total Losses for the past 10 years were almost €55 million so check our retained losses.

RKB

2018 Review: 13 Increase in Assets as a result of most of the above Part 2

There are eleven calculations / events that occurred throughout 2018 that are detailed below which will result in an increase in our NAV. Again please note that there has been no allowance for any expenses, it is up to you to factor in what you believe may be a legitimate expense or calculation to deduct (if warranted) from any of my calculations.

1) 26/01/18 Placing Increase in Assets £204,167
2) 9/03/18 Debt Conversion Increase in Assets £171,469
3) 16/03/18 Placing Increase in Assets £192,857
4) 23/05/18 Placing Increase in Assets £442,105
5) 30/05/18 Issue of Equity Increase in Assets £71,064
6) 30/05/18 Issue of Equity Increase in Assets £67,666
7) 05/10/18 Conversion of 7% Bond Increase in Assets £60,938
8) 27/12/18 Euro Bond Conversion Increase in Assets £1,781,609
9) 28/12/18 Investment in PBV Monitor Increase in Assets £190,337
10) 31/12/18 Issue of Shares to FG Increase in Assets £22,308
11) 14/12/18 First part of Claim Settlement Increase in Assets £500,000

Total from above (before expenses) £3,704,519

This is a £3.7 million improvement throughout 2018 and FG is working for £60,000 a year and the Market treat him like they have? This is not fair, it is unkind and unjustified and I believe that when FG publishes the 2018 Annual Results it will have profits and there will be more to come.

RKB

2018 Review: 13 Increase in Assets as a result of most of the above Part 1

All of the above will be detailed within the 2018 Annual Results which will be published soon. None of my calculations take in any expenses. So if there was a placing there maybe a 10% reduction in funds received but I will leave the expenses to FG and the Auditors to work them out.

FG will explain all of the above within the Annual Results as he normally does and if I was to wait till the actual results are out then I would not have time to analyse and post before the herd jump in and try and find something negative within all the goodies.

I have not embellished in any way any of the figures in my calculations above. I have taken the information from each RNS and attempted to set it out in a format that it is understandable to most. I do not believe I have put in any cryptic clues or messages as all I am trying to do is present before the results are published that things have occurred throughout 2018 which will benefit all Long Term Shareholders and maybe the day-traders who have been having their fun will realise we are actually grossly undervalued and that these day-traders will maybe hold for a more meaningful capital gain rather than their usual 10% or 20%

RKB

Good Afternoon then

Apologies I did believe when you posted that you were in NZ I assumed incorrectly that you live there, so as I know a few Welsh lads I know you are then not a sheep farmer either.

I think when you begin to see this massive jigsaw puzzle that FG has been working on over the past 4 years is showing some actual scenes you may conclude that our shares have been placed in safe hands and would it not have been wise to place the 22 million shares in “An Idea Lives On” hands rather than place them with Eufingest and restrict (limit) their movement / options?

There is still on the share register an Italian shareholder who slipped under the radar last year when their holdings became less than 3%. Now you can say this is speculation, but if you go to AGM’s, you go to Italy, you network then you have some of the jigsaw pieces but obviously not the ones that actually make the full picture, they are currently in FG’s hands and when Francesco is ready he will display for all to see.

RKB

PS Only have one more Post which is the summary of the first 12 posts, when would you like me to Post now that I know you are on the same time as most LTH?

Good evening LtdAxis in NZ

I disagree with your last sentence. It has been worth taking a new loan from Eufingest regardless whatever the original loan was used for.

What a few may have overlooked is that as Eufingest have another convertible loan then they have the ability at their leisure to convert most of their loans into shares at I believe 0.89p.

Currently Eufingest have 14.28% of our 604 million shares. They have said in the past that they reserve the right to increase this to 29.9%. You will recall FG has extensive fire-power at his disposal.

RKB

2018 Review: 12 Ondaland

Ondaland appears to be our dark horse. We have not really heard anything in 2018 (as far as I can recall) well not in a separate RNS. We had a business update on 2nd May 2018 but no mention of Ondaland.

We have to look to the Business Update from 21st March 2019 to get some information:

“Since the appointment of the current Clear Leisure board in 2015, the Company has negotiated with the management of T.L.T. Sas, (“T.L.T.”) the owner of the Ondaland water park, to achieve a mutually beneficial solution which recognises the substantial investment made by Clear Leisure in T.L.T. and Sipiem, the 50.17% controlled subsidiary of Clear Leisure that owns a minority stake in T.L.T. To date, however, no agreement has been reached.”

“In July 2016, a claim against the former Sipiem board members and the members of the internal audit committee was approved by Sipiem’s controlling shareholder at an extraordinary shareholders meeting. Following complex legal and accounting investigations supporting the claim, Sipiem’s liquidator filed a claim in the Italian Courts for damages arising from fraud and mismanagement against Sipiem’s previous board members (one of which is the chief executive of T.L.T), and the former internal audit committee, for approximately €10.8 million damages.”

“While the legal procedures are proving to be drawn out, any sums awarded by the Italian Courts, will have to be recovered by Sipiem, and this may involve further procedural delays. The Milan law firm appointed by Sipiem’s liquidator has agreed to be appointed under a success fee structure.”

What positives I can take from this update is that there is a claim for €10.8 million and that the law firm has agreed to be appointed under a success fee structure.

I have no inside information as to if any headway is being made or even if the law firm has been instructed but none of us were aware until May 2018 that we were making progress with the Fortune Cookie / Justine Cooke claim which resulted in a favourable settlement for us six months later for £1,150,000. Without being too optimistic, are we about to hear that things are progressing with our Ondaland Claim?

RKB

I also agree that today’s RNS is good news.

But there appears to be more to this debt conversion than it first appears. We originally took a secured loan of €500,000 in September 2017 but there were no details of what the interest would be. When FG repaid half this secured loan with shares in March 2018 there was no mention of any interest paid or due. Fortunately FG managed to issue the shares at 1p (22,321,429)

Within today’s RNS we are now informed that “In the first five months of 2019 the Company has repaid additional funds to the Lender” we do not know how much has been repaid of the original outstanding €250,000 but we now know it has all been paid and FG has not had to issues shares at say 0.5p so this is a positive for us.

RKB

2018 Review: 11 FG Salary

I am not aware of any other AIM company where the CEO & Executive Chairman has a salary of £60,000. FG only takes £30,000 cash and the other £30,000 he takes in shares and even in the above example he only received 3,076,923 shares which had a nominal value of just £7,692. FG could have requested his salary and bought shares in the market but he did not, why not?

FG & RE have been working on our behalf for almost four years now and they have had to deal with some very difficult situations and people.

When FG & RE joined the Board there were 210,409,377 shares in issue. Today we have 604,152,600. We do not have billions of shares in issue; FG has not issued any shares this year.

In the past four years FG has issued 393,743,223 shares which at nominal value is £984,358.

So not even £1 million of equity has been issued over the past four years? We have had a massive amount of debt bought back but in 2018 on only the Euro Bonds that were exchanged for shares we have £1,781,609 increase in our assets. There is something definitely wrong in how the Market Values Clear Leisure and I believe this will not continue and a massive correction will occur sooner rather than later.

RKB

PS In my overall total at the end of my postings I have put in a value of £22,308 as an increase in assets because I took the nominal value of shares and subtracted it from the £30K salary but this is not really an increase in assets it is in fact a decrease in expenses. Please note this when you see the final figures.

2018 Review: 10 Placings and Issue of Equity

There were three placings of Equity during 2018.

26th January 2018 Raised £350K issued 58,333,334 shares at 0.6p
16th March 2018 Raised £300K issued 42,857,143 shares at 0.7p
23rd May 2018 Raised £600K issued 63,157,890 shares at 0.95p

There were three Issues of Equity during 2018

30th May 2018 For debt (interest owed to Mr McBride) of £91,722 issued 8,263,250 shares at 1.11p.

30th May 2018 For €100,000 for our share of the joint venture for Bitcoin Mining, issued 7,868,130 shares at 1.11p.

31st December 2018 FG salary of £30K issued 3,076,923 shares at 0.975p.

I will post separately on FG salary shares as I believe it is crucial to our company in more ways than most actually realise.

So from the above placings and issues of equity there is another positive benefit to our company. All the shares are at nominal value of 0.25p and this is on one side of the balance sheet and on the other side we either have cash coming in via a placing or we have debt or obligations being removed.

£350K issued 58,333,334 shares at nominal value = £145,833 benefit to us = £204,167 (£350,000 - £145,833)

£300K issued 42,857,143 shares at nominal value = £107,143 benefit to us = £192,857 (£300,000 - £107,143)

£600K issued 63,157,890 shares at nominal value = £157,895 benefit to us = £442,105 (£600,000 - £157,895)

So just on the three placings which raised £1,250,000 we issued 164,348,367 shares with a nominal value of £410,871 which is a benefit to us of £839,129 (£1,250,000 - £410,871) Note this £839,129 for your own calculations.

Now on the three issues of equity we had basically debt of £209,058 (£91,722 + £87,336 + £30,000) and we issued 19,208,303 shares at a nominal value of £48,021 which is a benefit to us of £161,037 (£209,058 -£48,021) Note this £161,037 for your own calculations.

RKB

I thought my previous post was going to be my last but it appears not.

I was talking to a good friend today and I said to them, if I was a farmer with two farms and one was on an island, 20 acres and transport logistics and the other farm on the mainland, 200 acres, where do you think I would devote most of my resources?

I had an experience with the other share when they failed to publish their results on the day and they were temporarily suspended. But as I have said before, I sold about 40% of my shares in 47 trades between 8am and 8:34am on the day they should have posted their results. I did not crash the price and I did extremely well.

I weighed up the risk with the lack of communication from the current BoD of BOU, the despicable previous negative RNS and could not take the risk that the Results would not come out on time. My decision but if Antos had “bought” the Peterhouse Warrants earlier then maybe my decision would have been different.

RKB

PS When I am out a share I do not normally buy back in with the only exception being the other share. I hope this enables closure and that you all achieve your goals.

PPS I have no concerns about the other share publishing their Results on time next week and as previously stated I believe BOU will post their Results by 4:30pm next Friday.

Good afternoon RMR1969

I thought it would be better to reply directly to you on your B.B.

I have to admit that I did not think Peterhouse would have “sold” their 3% warrants but as today’s RNS has communicated this then with hindsight I would not have divested the remainder of my investment here.

It was an investment and a profitable one and also a roller-coaster one.

I was always up-front on why I got involved with PSL / BOU and that goal was achieved. Your B.B. did degenerate a little like mine yesterday and I believe this was because of lack of news.

What has been highlighted recently was the subject of the Annual Results and I thought (incorrectly) that it would have been discussed long before now. What would have been the situation if the old PSL end-of-year was 30th November 2018? Well on the 31st May 2019 your share would have been suspended but fortunately your year-end is the 31st December 2018 so next Friday is the final date to publish your results.

I was aware that the accounts were being “worked on” a while ago and it took till this week for someone to contact Peterhouse (why not the current BoD of BOU?)

Good Corporate Governance would have solicited an RNS to say something like “The Board of Directors believe that the Annual Accounts for the year-ending 31st December 2018 will be published no later than the 28th June 2019”

If your Directors had been acting with shareholders interests to the fore they would have put out an RNS to keep the communication channels open. Why did they not do that?

Peterhouse will now have less of a “hold” on your current directors, less incentive to stay and maybe just maybe they will exit.

I have not spoken to Antos for about a week now and there is no reason for me to contact him. Anyone who has had the pleasure of meeting or talking to him would genuinely find him approachable, likeable and a true gentleman who does what he says he will do.

I wish all shareholders well.

RKB

Good Evening LtdAxis

I believe it is almost 10pm in NZ not been to your country yet but have been to Australia 5 times I think now so NZ is definitely on the revised Bucket List.

I do believe that PBV Monitor is where FG is taking us (no inside information and not spoke to anyone who may or may not have spoken to anyone)

The key factors for my logic here is that Clear Leisure are the initial investor or seed investor or founding investor who has actually put a monitory value on PBV Monitor.

I have found out about a few court cases from their web site (nothing to do with any of our previous investments, but interesting what you can find out) This PBV website may become more useful than Companies House.

What LTH need to be mindful is that FG has actually a lot more authority to issue shares than Max stated recently, because just over a year ago FG had authority for not one year but three years. FG also obtained the normal one year authority to issue shares at last years AGM.

RKB

2018 Review: 9 PBV Monitor Part 2

Although I am reviewing everything that FG has achieved (or not achieved) in 2018 so as to understand the improvement in our balance sheet for 2018 I think we need to look at PBV Monitor in closer detail to try an understand the future potential of this investment.

If you follow the link below you can maybe get a better understanding of what PBV Monitor is all about but if you were to read an RNS that was issued in April this year you will discover:

A) PBV Monitor became operational on 27th March 2019.
B) Standard Fees for an individual lawyer €427 a year.
C) Standard Fees for a law firm €1,464 a year.
D) The next level of commercial services which PBV plans to introduce by mid-2019, will include advanced intelligence search facilities for corporate in-house lawyers and large law firms at the indicative annual subscription price of €14,640.

As FG says “We are extremely pleased that, within three months of our investment, PBV’s online service is now commercially available, and that PBV can start to offer a premium service to its existing ‘freemium’ registered users worldwide, which currently totals more than 20,000.”

I would not expect all 20,000 current users to sign-up but as I have dealt with lawyers for many years and they are what I would call “time-poor” if they believe that this service will save them time and money then they will utilize PBV Monitors services.

Looking again at our initial 10% investment for technically £278,750 and the issue of 35,365,389 shares, this has a beneficial benefit to our balance sheet. The nominal value of the shares is £88,413 (35,365,389 X 0.25p) which results in another positive for us of £190,337 (note this for your own calculations) (£278,750 - £88,413)

RKB

http://www.pbvmonitor.com/

It is easy to sign up just an email address and then you type in say Clear Leisure and you will see something.