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Cellcast Share Discussion Threads
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|I have to say Smithie you've done your homework and made some very good points.
I'll be interested to hear what the BOD have to say in response.
No doubt they read this blog from time to time.
|"...has had pretty rotten luck..."
Disagree with that....people like Luke Johnson, V. Murray (IT dir. Ex MD at ASW), Giles Clark KENV Chairman
....have records of overriding success (with probably a few failures as well)....imho their success is not imo due to them having luck or not...since their % success rate is so high compared with many others ...(eg. Giles Clark (KENV chairman) has even been successful in completely different sectors)
...(while some perceived stars do fall over completely & any past 'skill' is put completely in doubt !....Bob Morton is having a bad run imo in recent years (if only he had listened to me ;-) he'd be much richer now !).
I doubt that numerous failed JVs at CLTV can be blamed on repeated bad luck or dodgy partners. ( choosing JV partners & the JV contract clauses are decisions by the CLTV directors and not by some unknown Mr Luck, nor by spinning a coin). Hopefully lessons from past failures increases the chances of avoiding similar repeats. ( But 2Giraffes investment cash just had big write down, yet another new failure imo)
Hopefully endless JVs by the exec dirs is not just to avoid being removed. (An investor tries to assess, not around to give out presents)
I think Good Governance rules require/advice CLTV to
- add a non-exec that is truly indep. (Neville is linked to Atlas as past dir. there & to the Brasil JV with CLTV & is not indep. imo)
- rotate/remove non-execs or chairman ( I think the suggested limit is 10 yrs)
- rotate/remove perhaps the FD. Ref 10 yrs
...& imo the big shareholders should be supervising such topics...since it's human nature for the bod to make no changes
At SWL some big shareholders forced thru new MD & Chairman.....the co. perf & share price has gone x 2.5 since then.
At TST a new chairman has arrived & made big shakeup, reducing costs etc...same at other cos.
My feeling is that chairman here is not guiding the ship...rather that goes along with MD...
And imo the MD has too much power....he's the financial sign off for the main turnover of the group (at subsidiary)...& grp FD isnt even on the bod at the main subsidiary !!
While accepting that it's a specialist sector & experience is needed so the choice of ppl is reduced.
So, big investors should imo :-
-look at putting grp FD onto bod at the subsidiary.
- Requiring uk address in UK co. records of Mr BF if he's UK resident (law) (not Hong Kong), if not then
- make sure 2 execs on the subsidiary bod that are uk residents (& working at M.Keynes) currently just 1
- Consider to move Neville to non-exec dir. & bring in new chairman or adding an indep. non-exec
- Consider whether any suitable corp. actions & suggest to bod.
- review with the bod the history & contract clauses for JVs to try to make future JVs a success & avoid repeating the DISASTROUS history of JVs & associate investments
- perhaps spend 5k-10k on an indep. review by a specialist incl. strategy, bod structure, repeated JV & assocs. venture failures, grp/dir. structure (phps only 1 exec dir present at M Keynes, not ok imho), any suggested help/assistance to aid the bod/company etc
The group MD imo has 3 votes at the bod (his + B.Folliott . Joint co-founder & co-owner of Sms Media Ltd (Hong Kong) where their wages are paid to) & the FD (who the MD can sack or ease out at any moment at subsidiary since not a on the bod & only 1 exec. dir.)
....so the MD ctrls the bod...imo that breaks the rules and/or guidance for 'Good Governance'|
|...I will ask the co.
..my respect for your not ramping ...
I agree that the current position is better than it has been in recent yrs.....
but it has been in the same current situation of having cash many times before....and then fallen over again !!
instability has been 10/10 ..since the IPO
uf, dark hours...looking like there have been quite a few....( a rescue cash raise less than 12 months after floating !!....and other rescues..number of shares has multiplied by 3 ! ..& once a rescue 900k loan from dirs, thanks to them for that...)
see what happens this time around !!
I estimate that you bought between 1.5 - 2p in 2nd half of 2011....5-6 yrs ago...
if so then you've had a tough time since ..with it halving !...& staying below 1p for a few years !!....& appears that it would have gone bust without selling a channel assignment for about 3M...(a cash raise may have been unsuccessful since perhaps needed 2 x cap. value of the co. !)....I guess all big holder took a big sigh of relief !!|
|Smithie, As i said before i'm not here to speak for the company or their actions and i don't want to be seen to ramp the company up. Also as i said before it's best to just speak to them, they wont bite. Shareholders are shareholders big or small and if your enquiries are just, fair and reasonable i find most companies will do their best to tell you the facts within the constraints of what they are allowed.
P.S. The share price range has been as high as 90p and as low as 0.5p. And at 0.5p it would have been all to easy for the directors to have pulled out the rug and called it a day. The darkest hour as such as passed and mistakes of the past have hopefully been learnt. Also the company has had some pretty rotten luck over the years with blindsides of regulation changes and partners/telcos in ventures being less than honourable.|
|...in any case I'm grateful for your replies & time
I dont think I'll have any new pts to raise/post. ( I have 1 but it is surely my misunderstanding of accounts & consolidation)|
|..for some pts I was partly hoping that you might reply ..informing me & any other readers...'you think it's X + Z. Actually its X + T, see data in accounts note 23d'
'That was discussed at last AGM & the group FD is not a dir. at the main subsidiary, nor a signatory to the validity of the main subsidiary accounts ( where all the turnover is) because............
And everyone was happy with that explanation'.
Big shareholders will have seen my recent pts.
If any of them are significant I'm 99% sure/hopeful that they will raise them with the co. ;-).......I only have a small stake....blink & I'll be gone....whereas big shareholders need to be very sure about their big investment.....|
|Smithie. I would highly recommend you saving time here and contact the company directly for any of questions you have or attending an AGM.|
...paid to co. owned by the 2 co founders in 2010...500k..(incl 277k rent & rates)
imo the big shareholders should ensure that there are no further significant related party transactions like this
....much better if co. transactions are clean/independant of the directors & seen to be clean....investor confidence is important|
|Why is the group FD & secretary not a dir. or secretary at the main subsidiary where almost all the turnover is ?!
...the group FD has no involvement ??!!
Ah....and I see that the subsidiary accounts are not audited !.....not reqd. by co. law for subsidiary if the group does not require it.
Not audited and the group FD doesnt even sit on the brd to keep an eye on financial aspects !.
Why do the big shareholders accept that ?!
Seems unusual to me.
(& if no audit of most of the turnover then surely the plc audit cost should be almost 0, since almost nothing to audit!)
If the big shareholders wanted an audit to be done then they could require it now while the 2016 accounts are being generated. (2 big hldrs form a big block of shares & the bod wld imo audit the main subsidiary if asked to by telephone)
Appears that most shares in other entities are held by the subsidiary or by a company ctrlld by the 2 co-founders 'in benefit for cltv' !, & not at group holding level grp......seems unusual...|
|Is Barclay loan 300k. ?..ref subsidiary accounts....'creditors...other'
(Quality-clarity of accnts is poor imo)
All assets & turnover of subsidiary are security for it...& the grp gtees the subsidiary debts/payables....so, officially CLTV is gtee for that loan.
Would it not be to logical to remove such a risk.... by paying it off....since the grp currently holds cash
Noting that... turnover of subsidiary is in a down trend....& a few yrs ago the co. had negative current assets at fin. yr end...things could change from here...why take unneeded risks if not needed ?|
...appears that all of the business of the main subsidiary is security for loan from Barclays....
while at the same time the group has money deposited in a deposit to which the co. can only access 1 time per year.....and the co. also has cash...
surely the loan from Barclays should be paid off immediately to remove that risk ?|
|....for some pts. I wldnt expect the bod to agree...
That the FD has doubled their pay since the IPO....despite the co. financially 'losing' the money raised in the IPO...(
Or bod pay being around 600k only 4 yrs ago.....bod doing nicely but shareholders not winning nor receiving a divi.
...the big shareholders allowed the 600k/yr bod pay in past yrs...& FD to double their pay..
& for B.Folliet to rx same 60k/yr even after he changed from exec to non-exec at plc level.
...my tiny voice & shareholding wld be inaudible in comparison with any voice from any big shareholder with any solid comments to the bod...|
|Be good to raise some of these points at the AGM smithie - I assume you'll go.|
|(...I do think the bod structure should be improved....
...since Mr Neville is linked to the 50% owner pre-IPO (& co. was setting up a JV into which it put 1M pnds....which then didnt progress)....there doesnt appear to be imo any indep. dir. on the bod...|
...I'll perhaps try to ring the co....|
The previous investment by CLTV of 200k in associate to own 35%
accounts look interesting...around 200k turnover in previous yrs...but employee costs of only 2000 pnds !
You understand that ??|
|Thanks for those comments
...I await with interest to see future reporting/news from the co. to see news on progress
...I visited once...unusual place...
The locals huddled at home keeping out of the wind driven sand....& hippy/opt-out camper vans & skinny hippie dogs...wackie backie atmosphere...
But ideal for windsurf & kitesurf ( I'm into wsurf but not done for a while due to a ligament prob. Back this yr)|
|Smithie. There are few investments. 2giraffes, Hong Kong gaming one and a US treasury bonds.
On the gaming side i am in the dark with the current situation, so hope we all hear more about this soon. I don't think the new revenue streams are labour intensive and are more about that Cellcast have a good skill set in the premium/online/payment area. The added bonus now is the better revenue collection as the past was a nightmare getting their fair share money out of the telcos. Mpesa in Kenya and Africa in general is a much better system to work with.
And remember the directors were around doing the gaming stuff before gaming went big and decided rather on going down the TV premium call road, which is generally dying on its feet but Cellcast will probably be the last man standing in this area of business and could see some improvement due to almost monopoly position they will have.
The related party transaction stuff is something i accepted when i first invested so as long as no red flags appear i'm ok with it.
In general i'm relaxed about my holding here, the directors are open and straight about the business and never keen to be seen to talk the business or the share price up. The company is very much under the radar and i would say undervalued, though we all say that about companies we are invested in.
Yes i spend some time in Spain and in particularly in windy Tarifa, and many thanks for the beer invite.|
...you are happy with related parties transactions ?
If I recall correctly...sms part...
..I assume yes since you're a big hldr
Personally I dont like to see...|
..maybe you visit that area
..if you are ever ..cut...I invite you to a beer !|
|Is there info anywhere about what the investment in associate is in ?
Or the co. has not released the info ?
You have any view about the potential profitability (eg. margin) of the new income from gaming ? (small 300k in H1)
If it takes a lot of labour or other costs to provide then it is not so exciting.
..looks like you-ve been invested for a few yrs....congrats on yr patience being rewarded in recent months
..I picked this as 2017 pick in reply to prompting from a follower)|