Clear Leisure Share Discussion Threads

[rkbeekeeper] 16/3/2017 02:33

Mediapolis Part 1

I have been researching one of our major assets Mediapolis SRL.

CLP owns 84.4% of Mediapolis. The main assets in this company are the 10 Villas in Sardinia valued at Euro 5.1 million and a large piece of land that our company “had sold in 2013” but for various legal reasons the sale did not complete.

On 16/01/13 CLP issued an RNS which said that they had ended negotiations with Torre Fund SQR regarding the sale of land as the settlement was to be in shares and BOD wanted mainly cash.

The BOD also advised that a new Board had been appointed to Mediapolis as well as a team of advisors, including a new project manager, real estate manager and capital market advisor and that the best way to enhance and realise the land value was to divide the land into four different areas of development.

1 Theme Park
2 Hotels
3 Commercial Centre
4 Power Plant

The new BOD at Mediapolis intends to offer these internationally to different real estate investors.

Also the new BOD has also decided to renegotiate the Mediapolis debt position into a new single financial instrument in case of a sale of land that this debt can be easily transferred to the buyer / developer. Expects to complete this by end of second quarter 2013.

RKB

[dice1950] 15/3/2017 16:19

i have plenty m8

[maxmarilli] 15/3/2017 16:15

Well,well we should see within the next 2 weeks IF the disposal/s will be solving the loans....It`s within a t20 so traders will come along as well...

[maxmarilli] 15/3/2017 16:00

buy some more ,then....i just did

[dice1950] 15/3/2017 13:44

2 WEEK £100k loan wakey wakey they are getting filled up before we here about our big asset sale i for one cant wait untill we get the 2p promised divi and then a 12-15p stock

[rkbeekeeper] 15/3/2017 11:04

Another thank you to Dice as more and more information is being gleaned from the Web-Site "that is being updated"

At the AGM in 2015 the BOD passed a resolution to issue up to 100,000 million shares which the new BOD seen to amend / alter in 2016 to 200 million.

I have not gone back to check how many shares were issued from 2015 AGM to 2016 AGM but the normal practice is to just keep rolling these things over each year but new BOD needed to increase from 100 million to 200 million.

Oh and I also found the employment contract for Alfredo Villa, salary, sick pay holidays etc. It appears there stuff here that could be "valuable"

RKB

[rkbeekeeper] 15/3/2017 10:21

What is happening in the next two weeks?

Maximum shares that can be issued are 200 million in any one year from date resolution was passed at AGM. (This information was never publicly published but was gleaned from the Web-Site update in progress that Dice very kindly found for all of us yesterday, so thank you Dice)

Last AGM was 25th July 2016 so clock begins.

26th July 2016 Professor receives shares in settlement of salary 1,428,571

4th August 2016 Placing 30,000,000 shares

4th August 2016 Eufingest converts loans for 21,982,947 shares

14th September 2016 Placing 22,222,222 shares

Note also that 22,222,222 Warrants were issued on same day not converted yet!

24th January 2017 Professor receives shares in settlement of salary 3,658,536

Excluding Warrants the BOD have issued shares totalling 79,292,276.

This means that the maximum shares the BOD are authorised to issue (if required) before 25th July 2017 is about 120,707,724

Now I do not think for one moment Eufingest would convert Loans to the value that they would go over the threshold of 29.99% but hypothetically they could convert about £965,662 of their loans which are about £1,077,258 when you convert their Euro Loans totalling 1,267,362

If Eufingest were to convert £965,662 then they would receive about 120,707,724 shares and along with their current holding of about 78,740,909 they would have 199,448,633.

The total shares in issue would be 410,409,633 and Eufingest would have about 48.6% .

Now the Professor who currently has about 1.76% or 5,098,749 would now only have about 1.24%. I am not making this up this is what could happen and taken together Eufingest and Professor have 50% exactly.

So back to what is happening in the next two weeks. We don’t know really except that next week is the last time for the Warrants to be exercised and last week in March is when most of Eufingest’s loans have to be rescheduled or REPAID.

I think we will get a very informative Operational Update that will be pleasing for all Stakeholders and PI will be pleasantly surprised.

RKB

[rkbeekeeper] 15/3/2017 09:19

You are correct some loans had a conversion price of 0.85p

Our most recent loans were

Eufingest Loans

15th March 2017 Euro 100K converts at 0.8p
3rd Feb 2017 Euro 60K converts at 0.85p
18th Nov 2016 Euro 300K converts at 0.85p
28th Oct 2016 Euro 50K converts at 0.75p
5th May 2016 £100K converts at 0.75p

RKB

[rkbeekeeper] 15/3/2017 08:58

What is the Loan For?

Think we need to go back to when new BOD were appointed in July 2015.

The Professor receives a salary of £60K of which £30K is paid in shares. We don’t know what Reginald Eccles receives or the company secretary.

Then there are stock options for the Professor for 10 million shares and R Eccles 5 million all exercisable at 1.25p.

Then a little “side note” Mr Alfredo Villa to receive 20% of his unpaid salary when “the company has raised sufficient funds” and 80% balance in SHARES.

But we know Alfredo Villa “disposed̶1; of all his shares last year and is no longer a “significant shareholder” and there has been no RNS to indicate that Mr Villa has received any shares.

So the question really is what does the BOD need Euro 100K for? It is not to pay salaries, is it to settle an account with one of the ten firms of solicitors?

RKB

[rkbeekeeper] 15/3/2017 08:38

Hi Vauch

On 6th Feb 2017 the Professor wrote to me with the following, we are not going to receive any further "clarification" and the only way we will know if there is anything untoward is when our CLP accounts are published on 30th June

RE: Explanation on Brainspark Associates Account Discrepancy

Thank you for the interest you have shown in in Clear Leisure.

The Company would like to clarify the discrepancy in the accounts of Brainspark Associates Limited (“BAL”) which we have investigated with our auditors.

The BAL accounts for 2014 which were filed on 2nd October 2015 are correct, but those for 2015, which were filed on 30th September 2016, contain an error due to an unintentional mistake by our book keeper.

The consolidation adjustment of € 8,325,486, which in the Clear Leisure Accounts is referred to as “Merger Reserves” which in turn is a component of “Total of Other Reserves”, was included in both accounts, whereas it should have been included only in Clear Leisure’s and not BAL’s.

This error was also repeated in the 2014 comparatives for the 2015 accounts - you have correctly spotted in the 2014 accounts filed on 2nd August 2015 there isn’t any reference to the “Other Reserves,” while in the 2014 comparatives of the 2015 accounts filed on 30th September 2016 such reserve erroneously appears with a positive value of € 8,325,486.

As confirmed by our auditors, the 2015 accounts will be corrected and re-filed.

I hope you find this explanation satisfactory.

RKB

[maxmarilli] 15/3/2017 08:21

what £9 mills?

[vauch] 15/3/2017 08:13

But no notice of increased value ref the so called accounts mistake eg £9 mill increase.

I believe they are just telling porkies to keep some quiet as this news is price sensitive and would need to be repoeted

[nick rubens] 15/3/2017 08:10

Very good support from major shareholder. A good disposal RNS is what is needed for the market to get excited about. That could be next.

[rkbeekeeper] 15/3/2017 08:07

Something different about this loan from all others in that it can convert at 0.8p all others were at 0.75p

Now this loan like most of the others has to be rescheduled in 2 weeks.

Question is why did BOD not ask for a larger loan in February? Did they expect something to happen before now and it has been delayed a little?

At current % Eufingest can only convert about £60K of Loans and they would be up at 29.9%

RKB

[rkbeekeeper] 15/3/2017 08:07

Something different about this loan from all others in that it can convert at 0.8p all others were at 0.75p

Now this loan like most of the others has to be rescheduled in 2 weeks.

Question is why did BOD not ask for a larger loan in February? Did they expect something to happen before now and it has been delayed a little?

At current % Eufingest can only convert about £60K of Loans and they would be up at 29.9%

RKB

[mrphiljones] 15/3/2017 07:57

Shhhh don't tell the herd some of us ain't finished grazing yet.....:-)))

[daicaprice] 15/3/2017 07:52

Either a disposal to pay it off within 2 weeks or we get diluted at a 13% premium.

DC

[longshanks] 14/3/2017 17:26

I don't know why people are excited about possible changes to the website.All we want to hear is: "we have sold a and b and c for £xxx million and are returning £zzz million to shareholders."Within 2 years this company should be stripped of assets, the fetid carcass sold and all cash returned to shareholders.To spend any money on updating/maintaining the website unnecessarily is a waste if they are conscientious in achieving these stated aims.

[maxmarilli] 14/3/2017 15:22

A quick calculation:we own 84.4 % of mediapolis and mediapolis own 100% of the 10 villas.Property market in Italy is not great but this is a prime spot for hols so a minimum of EU 600k should be otained by each villas.Say selling in block could generate EU 500.000 each.X 10 villas= EU 5 mills .CLP would be due £4,202,000 then Professor gets 10% or £420,200 balance due to us would be £3,781,800 but think this should be Euro and if so worth about £3,214,000 It is Euro and it was valued at 5.1 million....TODAY`SMCAP IS £2 MILLIONS......We are talking that JUST THE VILLAS are worth 1.1p of MCAP!And this is brick and mortar,not pie in the sky......Also they could earn rent in high season....awaiting comments...

[maxmarilli] 14/3/2017 14:04

hxxp://www.clearleisure.com/design/......only these 10 villas are worth more than our MCAP......this shows how the market is totally wrong in pricing CLP!(and the 10 villas are in Porto Cervo,one of the most exclusive place in sardinia,where a week rent in high season is £4K t £5k rent)....

[rkbeekeeper] 14/3/2017 11:47

I think there will be a total revamp of our Web-Site.

The information currently on display does not accurately reflect what our BOD are aiming to achieve, which is:

"Clear Leisure PLC is an investment company with a portfolio of companies primarily encompassing the leisure and real estate sectors mainly in Italy. The focus of management is to pursue the monetisation of all of the Companies existing assets, through selected realisations, court-led recoveries of misappropriated assets and substantial debt-recovery processes".

When this information has been placed on our Web-Site then Private Investors will be more fully informed as to what we are all about.

Why?

Because we are not "Clear Leisure is a fast growing investment company, creating a portfolio of companies within the Leisure Sector and associated industries".

I have been agitating for over six months for our Web-Site to be update and now hopefully it will be (at least with details of the Senior Management Team)

RKB

[daicaprice] 14/3/2017 07:22

Interesting.

DC

[dice1950] 14/3/2017 06:51

RKB

CLP website updating …