Madagascar Oil Share Discussion Threads

[rapide35] 22/2/2016 17:15

LibraG, It only takes three of the four to get to the 75% level at which a special resolution can be passed, BMK, Outrider and SEP.

[comedy] 22/2/2016 16:17

well just bought some more...this is valued at effectively nothing...any change in the last rns in favour of pi's and a bagger or two will happen.

[librag] 22/2/2016 14:07

rapide, thx for that. It would depend on whether the 4 work together. Maybe 10% PI holdings would be safer but >5% is probably worthwhile. I wonder who is hoovering up the shares at the moment? I guess the relevant money men will have shorted in preparation for this scenario and if so PI holdings might actually be higher than we think? Worth a shot anyway. Just my view. GLA

[rapide35] 22/2/2016 13:16

LibraG, maintaining a total >5% stake may not help PI's. See my post 2348 on Drag Along rights that could be introduced. With 90.5% of the equity, the four controlling shareholders can do practically whatever they like. Drag Along rights often operate once someone has acquired >75%, so minorities holding less than 25% are not in a good position, especially if the company is private with no NOMAD influence.

[control1] 22/2/2016 13:04

Obviously in the know. In fact, I am new here but I seem to recall someone talking about a constant seller creating an overhang...Now that definitely smacks of insider dealing and would be worth a referral to the FCA...

[comedy] 22/2/2016 12:33

well someone offloaded 1mill worth £60k a few weeks back at £5k????

[librag] 22/2/2016 11:30

I've some experience with the scenario as described above.
The danger is that if IIs own more than 95% of the shares, they can force the remaining <5% to sell at whatever price suits.
The trick is to maintain at least 5% holding .... hence these scare tactics.

If collectively we keep >5% on the share register, then we will benefit from subsequent relisting at a likely much improved price.

We might have to maintain our % by funding any future RIs.

Suffice to say, that I've bought more at this level and will continue to do so. At the end of the day, this is a good firm with greedy controlling interests.

GLA.

[control1] 22/2/2016 08:38

Quite right comedy, management can't get a deal signed for the sale of 150,000+ barrels that the generator needs.

Hang on, if they were that irate about it, why didn't the NED's get their hands dirty and get it done. After all, it's their money...

[comedy] 22/2/2016 08:28

control i think public airing of these 2 guys conflict in interests and basically lending themselves money to then take ages to do any deals...which mysteriously will happen when they have taken even more of the cake for themselves....may make them pull back from this open theft>>>????

[control1] 22/2/2016 08:23

Hope and Morris are almost certainly acting together however they are hiding behind the legality of "the lenders" (who they influence/control). I can't prove it but I think that there is almost a certainty of a connection with BMK as well.

Also, I didn't really focus on this but I would love to know where these "Limited" companies (SEP and BMK) are registered as a cursory look at Companies House suggests that it is not the UK...

[comedy] 22/2/2016 08:20

lol now we are worth a lot more than the current sp???? another co. played same game...was called mavinwood and is now restore...look at its m/cap...they tried every ploy to get pi's to sell before the co. is now valued at £284million!!!!

[rapide35] 22/2/2016 01:41

Control1, good research. Whether BMK/SEP/Outrider are acting in concert (aka "in cahoots") is an interesting question. If any of them were, they would hold over 50% and in any normal UK listed company they would be forced to make a takeover bid at the highest price they paid for shares in the last twelve months. As MOIL is a Bermuda company, this may not be the case. Perhaps someone here can answer the question.

Since two of them (BMK and Outrider) have said that they will only advance funds if MOIL delists from AIM, isn't that evidence that they are acting in concert?

[reesyheli] 22/2/2016 00:13

Has anyone got EK's take on this?

Last I heard he held 2 million "family" shares

Can't imagine he's too cheery

[saturn5] 21/2/2016 23:21

I think you are dead right in what you say

The withholding of funds here is a ploy, plain and simple to rob PI's of the remaining 10% of the stock for a pittance.

This is theft in the true terms of the definition so we, the private investors who are being screwed over, should stand up and make a LOT of noise about it and expose these crooks to the harsh light of the bad and unwelcome publicity that they so DESPISE...

but who will stand up for us 10% holding PIs.

It all makes a mockery of the stockmarket and the encouraging
of investment. As soon as value appears the company goes private
and small investors are kicked out. this has happened with other companies.

The delisting is to expulge the small investors.

One would have thought that the large investors would be quite happy to stay with the listed company. After all they still will do well as the company
prospers.

I only wish that the LSE and the FSA would step in and offer some control on what is after all an obvious ploy.

What are these government associations there for with their employees being payed fat salaries.

[control1] 21/2/2016 21:43

Big, BIG questions to be answered here. The major shareholders have pulled the funding because they are unhappy with the performance of the company in finding a partner. So, lets examine the make up MOIL.

Mr Andrew Morris - non exec chairman and FOUNDER of Persistancy now SEP African Ventures (23.46% ownership of MOIL) and

Mr Stephen Hope - non exec director and FOUNDER and virtually sole proprietor of Outrider (28.8% ownership of MOIL)

Oh wait, these 2 (Non Exec chairman and director) basically own/control 2/3rds of the investment vehicles that own and fund MOIL, so essentially, THEY ARE MOIL. I find it hilarious that they are therefore in essence being publically critical of their own performance. Surely they must see the irony in this...?!!

BMK (31.72% ownership) are a bit of an enigma at the moment as info is harder to come by but according to the relationship agreement (18/12/12), they would seem to be connected to/in cahoots with SEP.

Clearly the directors also forgot the RNS that THEY ISSUED on the 7th September 2015 stating

"A clear timetable has been established and the process is currently expected to run through to the end of 2015, with the target of finalizing any transaction by the end of Q1 2016."

Several of the prospective partners listed in the latest RNS are due to complete due diligence around about this time so, an offer may or may not be forthcoming as a result HOWEVER, the moment that the permit for Tsimiroro arrived, all bets are off and thy can't wait to bump out the PI's.

Lets be clear. This was clearly a long term plan and there is absolutely 0%(that's ZERO) prospect of the major shareholders not continuing to fund MOIL, they have all invested way too much money not to continue and they will all make a huge amount of money in the longer game when they partner up.

The withholding of funds here is a ploy, plain and simple to rob PI's of the remaining 10% of the stock for a pittance.

This is theft in the true terms of the definition so we, the private investors who are being screwed over, should stand up and make a LOT of noise about it and expose these crooks to the harsh light of the bad and unwelcome publicity that they so DESPISE...

[saturn5] 20/2/2016 22:21

rapide35

If you held MOIL shares like I do and have already lost out

What is the best action

I don't want to end up as a very minor investor who could be given
the boot at any time. Whatever the share price is prior to delisting that will
never be attained if MOIL goes private.

[rapide35] 20/2/2016 21:53

Saturn5, The only likely source of immediate funds that I can see is from the major shareholders and, if they change their minds about requiring delisting (which I doubt), it would probably happen before an SGM is called. Things will become clearer in the next few days I would expect.

[saturn5] 20/2/2016 21:06

rapide35

Thank you

Your last paragraph is the important one.

When would you know whether the threat of delisting and call for a SCM
might bring forward funding.
After all MOIL deserves that to move forward as a working company.

[rapide35] 20/2/2016 18:31

Euclid5, SEP has no connection with Benchmark (BMK), but was formerly known as Persistency. Andrew Morris is the MOIL board representative of Persistency/SEP, which has the right to appoint one director. BMK has the right to appoint two directors, but its appointees seem to resign within a few months of their appointment and it currently has no board representation as far as I am aware.

Saturn5, I can't quantify the chance of there being a vote against delisting, but at present I can't see any source of funding other than the four controlling shareholders.

Following a vote for delisting the BOD has to take the required steps to delist. It doesn't happen immediately and the timetable should be announced, so you should be able to sell before delisting - provided that there are any buyers by then of course.

On a vote to delist I would expect the share price to fall. On a defeat of a vote to delist I would also expect the price to fall. Can anyone think of any reasons for the price to increase after the SGM, whichever way it goes?

I suppose that you might want to wait to see whether an SGM is actually called because, if it isn't, it means that MOIL must have found a source of funds that satisfies the lenders. An SGM requires 14 days notice.

[euclid5] 20/2/2016 17:59

Mr Morris and Mr Morris' wife hold shares representing approximately 3% of the issued share capital of Swiss Energy Partners AG (the ultimate parent company of SEP).

SEP, of which Mr Morris is the nominated representative, is currently interested in 152,948,734 common shares representing approximately 23.51% of the issued share capital of the Company. This shareholding is not directly held or controlled by Mr Morris or his family.

hxxp://www.trustnet.com/Investments/Article.aspx?id=201410221330010123V

[euclid5] 20/2/2016 17:56

Rapide35

I recall SEP African Ventures Ltd...was formally known as Benchmark Advantage Fund & and Persistency Private Equity Limited. Andrew Morris was the CEO of one of these co's, as i recall when they changed names & switched to the same s/holdings when i was a holder & met them at the AGM

hxxp://www.madagascaroil.com/wp-content/uploads/1355855835.pdf

[saturn5] 20/2/2016 17:47

rapide35

What chance is there for a vote against delisting

PIs are in the minority here

Is a vote for delisting instantaneous

I want a chance to get out at the right time

Once the shares are delisted it will be difficult to sell even at £1

Your advice is appreciated

[rapide35] 20/2/2016 12:45

Saturn5, you are right, there are many other possibilities, but the essential points to note are these:

Under the loan agreement, if the company becomes insolvent it is an event of default under the Facility Agreement, in which case the Lenders can claim their security, being principally 100% of the Tsimiroro Field.

Unless the company receives an external funding offer in the next few days, it will have little choice but to accept what is on the table and call an SGM for a delisting vote. If this is passed, the company will have a financial lifeline of unknown amount. If it is not passed, all bets are off.

Health warning: Some say that this may be BS.

[sceneit] 20/2/2016 12:04

There are certain parallels here between Moil and PCI both had world class assets which needed funding to develop but they hung around far too long to get things going. How long did it take the company to recruit Robert Estill, I think it was about 18 months.

[saturn5] 20/2/2016 08:24

I am guessing here but

Sometimes the proposed inevitable doesn't happen