Member Info for SecretBlueprint

Dillon
It's a fallacy that shareholders own the company. House of Lords ruled they don't

That interview with the Daily Mail is right up there with Gerard Ratner and his public statement that Ratner jewellery was c r a p.

It beggars belief that he says that to a pulp paper.

Master RSI

You have no idea when the last two trades "actually took place", they are delayed prints. Could have been hours or days apart.

Rollover? without a commission?

It doesn't matter what they are , it's the yes vote collecting votes IMO

You cannot but help thinking that a billion placing shares are being sold naked forward to folk who have committed to vote "yes" at the GM, thus ensuring no risk for the broker doing the extending settlement selling. I cannot think of any other explanation for this tsunami of liquidity. It puts LT into the junior league.

When it stops, the outcome will be interesting ...."choppy" said Malcy

Good evening, and sorry for trying to get to the bottom of this cash shell business, but I presume we are looking to make money from NEWOG. I also apologise for inserting an appendix at the foot of the post about these matters from a firm of lawyers, but it helps perspective.

There are two RNS statements using the words “cash shell” and those words are now on the company’s website as a business description. It must be true or there will be legal consequences.

Firstly about this EOI business in Newfoundland, the cash shell concept must not have an operating business and “few if any assets”. Well it is safe to say there is no operating business going on in Newfoundland any more and the assets over there have been written off in the 2018 accounts. I suspect the licences are being hived off to PVF.

Secondly the poster Ap90 is suggesting NEWOG will have to pay for the RTO assets. No, they won’t. It will be a share swap and consolidation; cash is rarely involved. Look at a similar deal where Nigel Burton (ex-CEO of NUOG) struck with Polemos plc and Digital Box.
https://www.londonstockexchange.com/exchange/prices-and-markets/stocks/new-and-recent-issues/new-recent-issue-details.html?issueId=9389

As with such things there will eventually be a large dilution and placing and you only need to look at the proposed new par value to see that is in the pipeline. However current shareholders own 100% of nothing. The £1m MCAP is hope value.
However the C4 prospective asset which is the RTO target must have enough value to consume the £8M tax losses, (otherwise why bother) so it must be looking at that as near term profit as a minimum so not to be sniffed at. If current shareholders end up with 10% of NEWOG and NEWOG is worth 10 times earnings, that would be a 4 bagger at least and with over exuberant froth, maybe a lot more.

Don’t put in your SIPP or ISA, just sell it when everyone is shouting what a great deal it is. IMO of course.

Appendix
REVERSE TAKEOVER
An RTO occurs when a publicly listed “shell” company acquires a private company, where the owners of the private company become the majority owners of the shares of the publicly listed company. The shell company will not have an operating business and will typically have few, if any, assets. The owners of the private company obtain control of the shell company by selling the existing private company assets to the shell company (the “Acquisition”), which may be achieved through a number of means, including by merger of the two companies, an asset acquisition or a share acquisition. The Acquisition generally requires the preparation of materials for a meeting of shareholders of each company to approve these transactions or related matters required to complete the Acquisition. Materials for the shell company will often contains prospectus level disclosure on both the company resulting from the RTO

How can NUOG become a cash shell when it has assets in Newfoundland in the name of its wholly subsidiary Enegi Oil Inc?

Answer: the assets on the NUOG books are worthless. Page 52 of the 2018 accounts describe them as “fully impaired” and that means written down to worthless. Also, all debt owed by EOI to NUOG has been written off.

The decommissioning obligation of £477,000 at Garden Hill South has already been paid into escrow with the NFL government, so no issue there. It’s their problem now.

It seems that Enegi Oil Inc is “Not in Good Standing” according to NFL Dept of Business, because the annual return is six months overdue. There are three directors. One of whom I am led to believe is deceased, the others are Alan Minty and Alison Pegram.

There is an outstanding Statement of Claim by PVF Energy Services in the Supreme Court of Newfoundland and Labrador for over a million Canadian dollars against Enegi Oil Inc, but fact is PVF is stuck with operating the licence for another couple of years, like it or not, worthless or not. It is not NUOG’s problem and EOI does not have tuppence to its name to settle the claim, never mind a million dollars.

There is speculation from reports by the old insider brigade that the EOI directors made some side agreements, which might form part of the case if it ever comes to court. There is nothing docketed in the Supreme Court between now and the EGM, so perhaps some settlement deal has been done to hand over EOI to PVF and it is “sub-judice” so you won’t hear about it before the EGM.

There is some confusion about who owes whom money from the MFDEVCO accruals, but since they were never invoiced (to avoid paying VAT) they are simply applications for payment which will not get paid, otherwise HMRC will step in and ask for the VAT, and there is no money to pay it.

Talk about unravelling a Gordian Knot?

Mainshare
I agree., and that is why I have only a low 4 figure punt going on this. Upside a world cruise, downside covered by next month's DWP payment.... LOl!

The GM resolutions are all interconnected. One fails , they all fail and administration ensues. So revenge on Minty' s allocation might be cutting your nose off to spite your face, That said, I am pretty sure enough voters are in the bag already.

Mainshare

That gives an easy decision. Sell up on 1st Nov to protect capital and if 0.05p does not appear on the offer on the 4th , think about buying back in

Mainshare , if it is a shunt, and it might be, if you see any useful gains, get out like the traders will, and don't wait for lottery prize money.

(Do C4 actually own any such assets?)... or control them?

Therein lies the critical question. If they don't , it will corporate onanism ( LT knows what that word means)

YT
The idea behind a cash shell RTO is the the private company becomes a public listed company without the time/ cost of listing. So the private company is not giving away its assets, it is NUOG giving away its listing and tax credits to the incoming private company, for the greater good of both. That is how it works surely, otherwise why bother?

I am not so sure about that Mainshare. The GM vote for approval must be assured given the volume of trading over the last week from Exiters to Remainers? If so then the planned placing is baked into the SP already. All the previous placings have come out of the blue.

Going forward, its about the market cap after the RTO. There will be a private company looking for a free listing and bringing assets with it that need access to the market. One with profit to consume the accumulated tax losses too , I imagine.
If those assets were worth let's say £5 million then the MC would jump by factor of 5, possibly.

Long term it might be unknown, but there is a reasonable short term chance of making money.

I would not bet the house on it though.

The share reshuffle will not affect the traded share price . It just redefines the traded share nominal (par) value at 0.0001p instead of 0.1p . Minty did something similar a few years ago but he was not aggressive enough and left NUOG unable to have another placing this summer.

I hope these bananas are straight as a Cuban cigar per EU rules and not bent like BC's willy. We don't want any more stain here, do we?

XXXX
Monica L

On further reflection , the last two posts are probably utter Borloxx

Correction
Actually, looking again that calculation is per unit so maybe multiplying by 10 or 20 would generate 2 to 4 million dollars a year long term in UK.

The question stands. where is the company's indication of revenue from this agreement?

Let’s try and put some numbers on this Lenovo “commercial agreement”

There are around 6,000 secondary schools and higher education colleges in UK. You can be sure that not every student will be sat all day, every day, wearing a VR headset while the teacher plays Candy Crush on his/her iPhone. No, it’s for a specialist class, including careers guidance.

Perhaps 20 VR headsets would allow the whole school of 800 students to use them for 4 hours a week, although the careers software is for the more senior classes.

The VR sets cost $1000 each.

So the maximum market up to total saturation is 20 x 6000 x 1000 = 120 million dollars for Lenovo, but that will never happen and definitely not in year one. Many schools will meet the Gatsby benchmarks through the talents of teachers to inspire the imaginations of children, as all the best schools have always done for centuries.

The Victar software is preloaded on the VR headsets as part of the commercial agreement, just like MacAfee is preloaded on your PC, but you need to buy a licence key to access it. How many schools will do that? How many folks buy MacAfee?
Surely the licence key is a fraction of the cost of the headset? I have never seen evidence of £20k for a licence as is touted on social media.

If the take up of VR headsets is 80% over three years and the Victar licence is say $250 per unit, and only half the schools buy the licence, the result is …
6000 x 0.8 x 0.5 x 250 / 3 = $200,000 per incremental year, leading to a sustainable income after year 3 of $600k.
You can multiply this income by 10 or 100 and it’s nice business but not Office 365 or a disruptive technology.

As many have said, we need the company to provide some real numbers and until they do there is no incentive to invest.

Evening Horse

The first 78 I ever bought was a 10 inch one and that was before metrication. It was the Banana Boat Song by Harry Belafonte.

" Come mister tally man and tally my bananas".......

Was Harry Belafonte related to Debby Harry? They grow bananas in Cuba don't they?