Member Info for StarBright

The para below is interesting:

“We believe approval for AVA6000 will be sought through the FDA’s 505(b)(2) pathway, exploiting existing data files for doxorubicin, and providing the required data to demonstrate pre|CISION’s mode of action, safety, and efficacy. This could typically be achieved with two reasonably powered Phase IIb/III trials. We make no assumptions regarding any form of expedited approval until proof of concept is demonstrated in Phase II trials. Whilst Phase Ib results should provide a useful indication of likely efficacy, it is the structure and patient numbers of the Phase II programme that form the basis for demonstrating that AVA6000 and consequently the pre|CISION platform works as anticipated. Placing all these elements together, we arrive at a risk adjustment of just over 10% (which we round down). This compares favourably with the equivalent risk factor for a small molecule oncology NCE, reflecting a lower risk profile as the active drug is known.“

A new deck to support conversations with Aus based investors ahead of the ASX listing.

Yes - that’s the point. Plenty of buyers and Berenger apparently keen to make sure they got all their ttrades.

Berenberg appear to have a sell order to fill, so have eaten all the retail buys today. When one RSP is this far out of line (9p vs others at 9.3p) the algorithm used by sites like LSE/ADVFN etc has no chance of identifying buys and sells with any accuracy…

@sandgrounded, something called the “class tests” would be applied to determine whether that would be considered a “substantial transaction”. The class tests examine 5 measures: Gross Assets, Profits, Turnover, Consideration & Gross Capital. A substantial transaction is one which exceeds 10% in any of the class tests. It triggers a shareholder notification. A disposal exceeding 75% in any of the class tests requires shareholder consent.

The class tests are complicated, but it is the “consideration” test that is most likely to apply. In simple terms if an offer of the nature contemplated in your post exceeded 75% of GGP’s MCap then I would expect shareholder consent to be sought.

You may have misinterpreted. Once any relevant tax losses have been utilised, you’ll need to reduce your FCF figure by 25%.

Tax…?

About £60m of accumulated tax losses in the last figures released. Unclear as to whether some/all/none of this can be utilised. Potential 25% reduction in FCF on a run-rate basis.

Playing DevAd… If I were NEM (and Hav is indeed the glittering prize described by Bamps and others) I’d delay the FS until 2024, then put it together with a revised/accelerated mining plan requiring significantly more upfront capex. This would put GGP to the sword on their debt financing and - perhaps - shake the tree hard enough that they’d agree terms for their 30%.

Thank you @Matml74 for the info on the sunset clause. That’s almost a year away, so plenty of time for NEM to reach a conclusion.

The key question is what NEM (let’s assume their deal with NCM goes through) want to do with their 70% of the Hav project.

If they want to acquire 100% for themselves with the intention of mining it, they will look to minimise the value of the project and somehow squeeze GGP out of their 30% at a low price.

If they want to dispose of their 70% (perhaps alongside Telfer) they will do all they can to big-up the value of the project before starting an auction of some sort. Delaying the FS / DTM could help them with this.

If they don’t yet know for certain what they want to do, they will look for every reason to delay and obfuscate before committing.

It’s very hard to read.

The protection afforded by the right of first refusal is somewhat weakened if the 70% owner is able to delay delivery of the feasibility study.

“Following the delivery of a Feasibility Study, the Management Committee will meet to consider a Decision to Mine.”

NEM, looking to recover some of their NCM outlay and to simplify what they take on, might look to dress Hav up for subsequent sale in a package that includes Telfer. To maximise value for their shareholders NEM will want to capture as much of the Hav value creation as they can. Holding off on delivering the feasibility study (thus avoiding the decision to mine) might be very helpful in achieving this.

This is where the hard contractual details/terms of the JV - rather than the intentions of the (departed) execs who agreed it - will matter. If NEM wish to sell their 70% stake in Hav - and escape the potentially onerous set of issues around the future of Telfer - then delaying the decision to mine at Hav may afford them the opportunity to maximise the price for their 70%.

GGP can sit tight and see how far NEM can push the valuation of the 70%. Perhaps a buyer will want 100% so GGP will benefit alongside NEM. But I think it is too optimistic to think that NEM will “let” GGP buy their 70% for anything other than a full market price. To this end they will avoid (if they can) delivering the FS and DTM which would trigger GGP’s right of refusal and open NEM to the risk of the “independent valuation”.

It is a complex situation, and it is necessary to consider less palatable outcomes alongside the all of the golden scenarios.

Here’s the answer….

“If a Decision to Mine is not approved by a unanimous vote, then the party who voted in favour shall have an option to purchase the non-approving party's interest at fair market value.”

“Fair market value” will be determined in the same way as it was for the fabled 5% ie by an independent valuer if agreement isn’t reached by negotiation.

From the Nov 2020 RNS:

“

…

Newcrest retains its option to acquire an additional 5% interest at fair market value (cumulative interests 75% Newcrest; 25% Greatland). Fair market value will be determined by negotiation between the parties, or, if the parties are unable to agree, then by an independent valuer.

· Newcrest has now met the Stage 3 expenditure requirements and is entitled to earn an additional 20% interest in the Havieron Joint Venture for an overall 60% interest (40% Greatland).

· The Joint Venture Management Committee will be comprised of a maximum of five representatives. As at Establishment Date, Newcrest shall be entitled to appoint three representatives and Greatland shall be entitled to appoint two representatives to the Management Committee.

· Following the delivery of a Feasibility Study, the Management Committee will meet to consider a Decision to Mine. A unanimous vote by the Management Committee is required to approve a Decision to Mine. If a Decision to Mine is not approved by a unanimous vote, then the party who voted in favour shall have an option to purchase the non-approving party's interest at fair market value.”

No - that’s exactly what I’m after.

I can see how a “right of first refusal” works if there’s a buyer for the 70%: “We have an offer of $XXXm for our 70%. Your right of first refusal means it’s yours if you match the price.”

But how can a “right of first refusal” work if there isn’t such a buyer / price?

@sandgrounded said: “We could have Wyloo lending us the money to buy the 70% , under the right of first refusal…”

My understanding is that the “right of first refusal” applies if one of the JV partners wishes to sell their stake, AND has a proceedable buyer.

That’s straightforward and clear. But what is the situation if the 70% holder decides not to mine, but not to sell - or there is no proceedable buyer? Does the “right of first refusal” apply, and is there a mechanism for price-setting?

What happens if the 70% holder just defers the decision, perhaps by saying that more exploratory/planning work is necessary?

How does the JV agreement protect GGP from a limbo situation where the 70% owner won’t make a decision to mine, but doesn’t want to sell their stake?

@StuWoo said: “Bamps as usual, has made another brilliant point. The AUS govt will want Oz Au and other assets to remain, as far as is feasible, in Oz-centric hands - not least from the perspective of tax revenues and employment protection. “

The domicile of the company (or companies) owning Havieron has no bearing on the applicability of Australian taxes or employment protections, both of which will apply regardless. You can’t relocate a mine (in the way you can relocate intellectual property or patents for example) for tax and regulatory purposes. This is why governments (not just Aus) are so enamoured with natural resources as a source of tax revenues. Not just for the corporate taxes they pay, but also for all of the employment related tax revenues they create and sustain.

Interesting discussion on copper here:

https://twitter.com/paola_rojas/status/1654610673169760256?s=61

Just another hindsight trader… Time to move on.

Watch the (independent) daily data. Gas flow translates very quickly into cashflow. Cashflow and the passage of time will eclipse the derivative impact, which applies only to a portion [15%?] of reserves. Eventually this cashflow will restore some credibility. With restored credibility higher multiples will be applied, especially if the company delivers on its stated intent re dividends. There is also the prospect of a restatement of reserves.

I am looking for:
1. >10mmscfd steady “plateau” state achieved during the next few months
2. No new derivative contracts…
3. The majority of free cashflow returned to shareholders - no moonshot projects

ANGS remains a decent investment for the speculative compartment of an investors portfolio.

At the risk of stating the obvious, Newmont's attention and interests are presently elsewhere.

Brothers I believe. Although there is evidently a long history of confusion regarding names and identities. Mining/exploration is a murky world at times.

An interesting character. Here’s an interesting article from long ago, note mention of Rod McIllree….

https://www.smh.com.au/business/at-last-a-face-to-the-many-names-and-deals-20090923-g2qw.html

SACKED cops, drunken geologists, underworld figures and pirates - it's amazing who pops up in the business deals of mining prospector Mihran Shemesian.

The man is better known to Full Disclosure readers as ''Mick Manynames'' because there are more than a dozen different spellings of his name on official documents.

His latest deal just might attract the attention of the Takeovers Panel, as companies that Shemesian controls seem to own more than 20 per cent of listed Greenland Minerals and Energy - beyond the threshold that would require a takeover bid.

Best known by its sharemarket code of GGG, the company has a tenement in Greenland that is prospective for uranium and rare earths. The problem is, the anti-uranium party won the recent election in Greenland.

But even that hasn't put a dampener on the GGG share price. It has touched highs of 65¢ this year.

The major shareholder in GGG is GCM Nominees, which is controlled by Shemesian. It has 35 million shares, or 15.7 per cent, of the stock.

Shemesian also controls a ''corporate advisory'' outfit in the United Arab Emirates called Gravner.

Last year Gravner was granted 37 million options in Boss Energy, as part of a deal that involved former Victoria Police sergeant Joseph Obeid. In 1998, Obeid was dismissed from the police after being found guilty of five of seven disciplinary charges against him. He has since worked for Range Resources, another Shemesian deal.

GGG is paying Gravner $20,000 a month in fees, plus $20,000 a month in expenses on a three-year contract worth more than $1.4 million. Gravner also owns GGG shares and, at July 30 this year, GCM and Gravner together controlled 45 million shares of GGG, or 20.57 per cent of the issued capital.

Full Disclosure has kept an eye on Shemesian ever since he turned up at an Abu Dhabi prison back in 2007 to bail out Jupiter Mines director David Evans, one half of the ''bananas in pyjamas'' pair that imbibed a little too much before getting on an Etihad Airways plane.