Scirocco Energy Share Discussion Threads

[andyalbi71] 18/4/2024 11:58

He was after block energy too .... So glad we scuppered his bid..... he's a locust pure and simple

[goggin] 17/4/2024 17:53

Aminex gas gobe crazy, bad timing

[andyalbi71] 17/4/2024 12:39

You need to reallocate to BLOE..... we are on the rise , mainly because the bunch of shisters that took over here didn't get their grubby hands on us ... Carbon Capture and 4 projects ... mainly P3 for now worth over 10bn and market cap at mo only 8m .... JV or buy out looming

[tomboyb] 17/4/2024 12:09

If this goes private, you can bet your bottom dollar there will be a lot of added costs -

[goggin] 17/4/2024 11:40

This should be voted down, we'll never see any money from this showerLook at the aminex twitter feedhttps://twitter.com/AminexPLC/status/1780512343597736244?t=UGmDuc3FPhFh9OJWAvOs5Q&s=19

[tomboyb] 17/4/2024 09:54

Gneiss made a tidy packet off scir -

equity holders shafted -

TIDY is probably an understatement -

[westendwinston] 05/4/2024 22:35

Be lot more than 0.15p if Gneiss & hadn't sucked heaps of cash out . Disgraceful under watch of a hopeless chairman

[wong77] 04/4/2024 16:47

How much 0.15

[dhelect] 19/3/2024 19:20

My question relates to the fact it's going into liquidation therefore with over 900400000 shares in circulation how much is each share going to be worth?

[westendwinston] 19/3/2024 17:20

Be worth a lot more once Fark that useless chairman carnt off

[dhelect] 19/3/2024 16:54

Anyone know what the total value of assets and cash are worth?

[tomboyb] 19/3/2024 10:57

As part of the MVL process, the Company will also be required to seek approval from Shareholders to cancel the Company's admission to trading on AIM ("Cancellation"), which will either be sought at the same time as the MVL approval is sought from Shareholders, or ahead of time in a separate general meeting. Existing and prospective investors are encouraged to read the Circular for more information on the MVL process.

[tomboyb] 19/3/2024 10:55

19 March 2024

Scirocco Energy plc

("Scirocco Energy" or "the Company")

Result of General Meeting

Scirocco Energy (AIM: SCIR), the AIM investing company targeting attractive assets within the European sustainable energy and circular economy markets, announces that the resolution required to be put forward to Shareholders today, following the general meeting requisition request as announced on 6 February 2024, and as further detailed in the circular published by the Company on 23 February 2024 (the "Circular"), was passed.

The resolution stated "that the directors of the Company put in place a strategy to return the Company's cash to shareholders and to sell the Company's material assets and return any cash proceeds from such disposals to shareholders (subject to the requirements of the Act and the AIM rules)".

The results of the Shareholder vote shown in the table below have been confirmed by a poll of votes cast carried out by the Company's independent registrar present at the meeting.







Total Votes







Resolution

For

%

Against

%

Withheld

Total Cast

1

291,308,465

80.19

71,982,983

19.81

441,240

363,291,448



Next steps

Following the resolution passing, the directors will clarify the detailed steps required to return the Company's cash to Shareholders and will update the market in due course. As set out in the Circular, this process is highly likely to be implemented via a members' voluntary liquidation ("MVL"), which will involve a further general meeting being called by the Company in 2-3 months' time to seek approval from Shareholders to appoint liquidators. As part of the MVL process, the Company will also be required to seek approval from Shareholders to cancel the Company's admission to trading on AIM ("Cancellation"), which will either be sought at the same time as the MVL approval is sought from Shareholders, or ahead of time in a separate general meeting. Existing and prospective investors are encouraged to read the Circular for more information on the MVL process.

AIM Rule 15 cash shell classification

As the Company no longer has a mandate to pursue its investing policy, the Company is now deemed an AIM Rule 15 cash shell. Pursuant to Rule 40 of the AIM Rules for Companies, the Company's Ordinary Shares will be suspended from trading on AIM if the abovementioned Cancellation has not been concluded within six months of today's date. Should a further six months then elapse without the Cancellation taking effect, pursuant to Rule 41 of the AIM Rules for Companies, the Company's admission to trading on AIM will be cancelled.


For further information:

Scirocco Energy plc

Tom Reynolds, CEO

[phone]

Strand Hanson Limited, Nominated Adviser and Broker

Ritchie Balmer / James Spinney / Robert Collins

[phone]

Buchanan, Financial PR

Ben Romney / Barry Archer / George Pope

[phone]

[agneissearner] 15/3/2024 08:13

To All Scirocco Energy Shareholders,

This is the last day to vote, so please ensure you have voted on all your #SCIR shareholdings.

Vote “FOR” all resolutions to be passed. - If you want cash returned to shareholders.

If the money from the Ruvuma sale is NOT distributed to shareholders, it will be wasted on management salaries, advisors and PLC costs!

[westendwinston] 13/3/2024 08:42

This company wasted £5-10m under Fergus watch. Sucked out by his crony mates. They takes cash and scarpered. Time to sack him too . Absolute embarrassment. Nothing "world class" at all. Just one big heist with Fatzpatrick

[agneissearner] 27/2/2024 14:05

They also stated the following

"During the course of our investigation, we have also been contacted by two non-mineral resource companies. Discussions with these more financially advanced entities indicate there is potential for us to move into Artificial Intelligence / Entertainment, Financial Services or other sectors. These warrant further investigation and we have therefore expanded our RTO investigation of opportunities beyond the mineral resource sector."

Well that should keep the Board busy for much longer while us poor old shareholders are waiting for the remaining cash to be distributed to shareholders.

Are there any Countries or Sectors that they have left out as being yet another excellent opportunity?

AGE

You just have to love the AIM market!!!!!!!!!

AGE

[agneissearner] 27/2/2024 14:04

Out of interest for members of the Shareholders Share Action Group have a look at the Amur Minerals LSE forum and RNS's

It paid out a special dividend of 1.80 pence per share and they issued an RNS dated 6 March 2023 saying the following:

The Directors intend to seek to acquire another company or business in exchange for the issue of Ordinary Shares in a single transaction (a "reverse takeover"), which will only be able to go forward with shareholder approval

They then issued a further RNS dated 25 September 2023 stating the following :

"The board of Amur continues to review a number of reverse takeover opportunities. Geographically, these have been located in Canada, the US, Scandinavia, Spain, Brazil, Peru, Chile, Ghana, Mali, Kenya and Australia. Commodities have included potash, silica, alumina, copper, nickel, gold, silver, metallurgical coking coal, energy fuels substitutes, lime and lithium. A total of 17 opportunities have been considered."

See RNS below dated 6 March re the sale of the licence and the RNS dated 14 March 2023 re the 1.80 pence special dividend and it is now the 27 February 2024 and no further information while the CEO earns $316k pa and the total remuneration for the Board for 2022 was $486k !

Those 17 opportunities are certainly keeping the Board very busy!

AGE

30 Nov 2023 11:41 AM

Amur Minerals Corporation NPV (AMC)

RNS

Annual General Meeting Results

13 Nov 2023 07:00 AM

Amur Minerals Corporation NPV (AMC)

RNS

Notice of Annual General Meeting

25 Sep 2023 07:00 AM

Amur Minerals Corporation NPV (AMC)

RNS

Interim Results 2023

07 Sep 2023 07:30 AM

Amur Minerals Corporation NPV (AMC)

RNS

Suspension - Amur Minerals Corporation

07 Sep 2023 07:00 AM

Amur Minerals Corporation NPV (AMC)

RNS

Suspension of trading on AIM

15 Aug 2023 09:30 AM

Amur Minerals Corporation NPV (AMC)

RNS

Cash shell update

08 Aug 2023 07:00 AM

Amur Minerals Corporation NPV (AMC)

RNS

Cessation of discussions with Ascent Resources plc

30 Jun 2023 03:05 PM

Amur Minerals Corporation NPV (AMC)

RNS

AUDITED FINAL RESULTS

02 Jun 2023 07:00 AM

Amur Minerals Corporation NPV (AMC)

RNS

Statement regarding possible offer

24 May 2023 04:28 PM

Amur Minerals Corporation NPV (AMC)

RNS

Dividend Declaration

14 Mar 2023 01:00 PM

Amur Minerals Corporation NPV (AMC)

RNS

Receipt of Funds

06 Mar 2023 09:34 AM

Amur Minerals Corporation NPV (AMC)

RNS

Completion of disposal of Kun-Manie for US$35M

[agneissearner] 25/2/2024 12:00

It is interesting to note that the expected net proceeds from Ruvuma were expected to be £11.828m on the 31 December 2021 however on 31 December 2022 it was expected to be £7.605m so a reduction of £4.223m in just a year.

The question has to be asked why did it decrease by so much!

It then increased to £7.986m on 30 June 2023

You will notice the wording Loan to ARA however ARA are providing a loan to SCIR rather than SCIR providing a loan to ARA.

The Board clarified the situation with the loan and that is that the loan from ARA to SCIR is not being paid out of the $16m it is going to be paid in addition to the $16m.

AGE

[agneissearner] 25/2/2024 11:43

I said I would post some numbers re the sale of Ruvuma and the following has been taken from SCIR's accounts

31/12/2021

£’000

Fair value less costs to sell 11,828

Net book value of assets disposed:

Intangible assets (15,901)

Oil and gas properties (750)

Decommissioning provision 166

Impairment on fair value revaluation at 31 December 2020 810

(15,675)

Impairment on fair value revaluation at 31 December 2021 (3,846)

(4,656)

31/12/2022

Fair value less costs to sell 7,605

Net book value of assets disposed:

Intangible assets (18,368)

Oil and gas properties (380)

Loan to ARA Petroleum 2,944

Decommissioning provision 166

Impairment on fair value revaluation at 31 December 2021 4,656

(10,892)

Impairment on fair value revaluation at 31 December 2022 (3,377)

( 8,033)

30/06/2023

Fair value less costs to sell 7,986

Net book value of assets disposed:

Intangible assets (18,877)

Oil and gas properties (380)

Loan to ARA Petroleum 2,944

Decommissioning provision 166

Impairment on fair value revaluation at 31 December 2022 8,034

(7,765)

Impairment on fair value revaluation at 30 June 2023 221

Cumulative impairment (7,813)

You can see above that the cumulative impairment on assets held for sale is £7.813m which is the £8.034m less the reversal of impairment for the half year of £0.221m.

Ruvuma was therefore sold at a loss of £7.813m as the fair value less costs to sell in other words the expected net proceeds from the sale of Ruvuma is £7.986m and Ruvuma cost £15.799m.

Some of the £15.799m must relate to Kilwani as the document that the Board had produced states there is a decommissioning provision relating to Kilwani in the sum of £166k and you can see the £166k is included in the numbers above so the loss is less than £7.813m but I cannot tell how much of the costs relate to Kilwani and how much relates to Ruvuma

AGE

[agneissearner] 24/2/2024 12:19

I have just voted in favour of the resolution to return cash to shareholders in respect of my 3m shares!

I would urge shareholders to carefully read the information that I have provided and compare it to the information that the Board provided in their response document and then make a decision on whether you should vote in favour of the resolution or whether should vote against the resolution based upon the facts I have provided!

I think 44J wise words below provide a useful summary of the facts and information I posted here today and yesterday:

"I agree with you Agneissearner; this BoD has been given plenty of opportunity to invest our hard earned cash and return a profit, but have failed to do so with each and every venture they pursue. Why would that change going forward?"

Think carefully about these two well known phrases

"Would Turkeys vote for Christmas!"

"A leopard never changes it's spots"

AGE

[agneissearner] 24/2/2024 12:17

Was EAG/GGL a wise investment considering the Board spent £80k on legal costs and £100k on due diligence costs and £700k to acquire GGL when it had negative net assets of £425k so a liabliity as it was sold at a loss of between £725k to £875k depending upon whether the £150k of contingent consideration is received or not.

If you look at the 2023 AGM presentation dated 9 August 2023 you will see a slide titled:

Strategic progress made through 2022 and H1 2023

Strong operational and financial performance of EAG JV in parallel with identifying follow-on investment opportunities

There is also slide titled:

Demonstrating Scirocco’s robust investment model -EAG

There is also a slide titled

Investment Structure & Waterfall –a path to sustainable capital growth

This information demonstrates how the EAG/GGL business model is going to produce substantial capital returns for SCIR as the loan was to be repaid first and then SCIR would receive its capital profit share.

In period of just 4 months the Board decided that the excellent EAG/GGL investment opportunity was not such a good investment after all and that they should sell it as soon as possible at a loss of between £725k to £875k dependent upon whether the £150k of contingent consideration is received or not.

The presentation contains the normal disclaimers saying "The presentation has not been verified, does not purport to contain all the information that a prospective investor may require and is subject to updating etc etc.

The divestment document contains a number reasons as to why EAG/GGL was being sold at such a massive loss

The Board spent £100k on due diligence costs for the acquisition of EAG/GGL and it should have included the projected revenues and costs within the net present value cash flow table as well as an Internal rate of return calculation.

There should have been a sensitivity analysis to show what would happen if revenue and costs or interest rates were to change by certain amounts.

It was quite obvious even to the man on the clapham ominbus that interest rates would rise substantially after EAG/GGL was acquired!

AGE

[agneissearner] 24/2/2024 12:16

Have the Board spent shareholders wisely and managed to obtain the best value for money that was available?

44RJ raised an excellent question in his post yesterday at 15:53 which is relevant to the point above.

"Why they didn't prioritise Ruvuma and preserve cash to stay in the game is totally beyond me"

SCIR shareholders bought their shares because of the potential upside on Ruvuma and as they had lost so much money on their original investment they were willing to take the chance that it would either come good in which case they might get back their original investment or even make a profit or if not successful then they would lose all of their investment.

The Board stated that they had a duty of care to shareholders and that Ruvuma was very risky and so they sought shareholders authority to sell Ruvuma and then reinvest the proceeds in the circular economy as is was the future and it was less risky.

In a period from the year ended 31 December 2018 to 31 December 2021 which is a period of just 4 years the Board paid £2.132m to Gneiss Energy Ltd for consultancy fees and the current market value of SCIR is £2.7m so those fees represents 78.92% of the current market value of SCIR.

During those 4 years SCIR received a net amount of £7.111m from issuing shares so the £2.132m represents 29.98% of the net proceeds.

Gneiss Energy Ltd was paid a success fee for negotiating the sale of Ruvuma however shareholders do not know how much they were paid as when the Board were asked about this at the AGM they replied that the payment fell within market norms.

If you look at the cumulative P&L account you will see that accountancy services fees amounted to £606k for just 5 years and the cost for 2022 was a whopping £152k

For £152k you could employ a qualified full time Financial Controller for more than a year and yet the accounting related services job is a part time job.

The part time job would involve the following:

Maintaining day to day accounting records

VAT returns

Payroll run for one employee and the Board

Payment of suppliers

Preparation of the interim and annual accounts

The cumulative cash flow shows that SCIR received revenue of just £1.457m and the turnover from GGL was not included in the consolidated P&L account of SCIR as only SCIR's share of EAG's profit/(loss) was included in the P&L.

The question has to be asked how did it cost so much for accounting related services for the following years when the accounting services role is just a part time job?

2022 £152,000

2021 £ 93,000

2020 £114,000

2019 £196,000

2018 £ 51,000

The Board spent £1,293,000 on the abortive One Dyas deal when it did not have a great deal of cash and how was SCIR going to able to raise the cash if the deal had of been successful?

I will leave you to judge if you think that the Board have spent shareholders money wisely and if they have obtained the best value for money.

AGE

[agneissearner] 24/2/2024 12:15

Have a look at the AGM presentation dated 9 August 2023 includes the following information which shows that it cost 428K pa to have an AIM listing:

Listing Costs £k

LSE costs 20

Nomad, Broker, FPR & legal 218

Audit costs 55

Outsourced accounting 90

Insurances 30

AGM 15

TOTAL 428k

It is going to take many years to receive all of of the Ruvuma proceeds so at £428k pa to maintain an AIM listing it makes financial sense to go with option 1 which is a members voluntary liquidation which cost £350k in total compared to £428k pa?

I can see no logic in the Boards recommendation as based upon the facts that they provided the total cost of keeping an AIM listing over all the years that the Ruvuma proceeds may or may not be received far exceeds the cost of MVL.

Shareholders have got to take the risk that going forward the Board has the ability to execute a successful strategy when they do not have a record of providing share holder value despite them engaging highly paid consultants such as Gneiss energy and other advisors and subcontracting out the running of EAG/GGL thereby duplicating overheads.

I am going to prepare some workings that I will post on here re the loss that is going to be made by SCIR having sold Ruvuma which is our main asset.

The purchaser is actually paying us out of the sale of the gas that we used to own which is akin to selling a business to someone and them then paying you your sale proceeds out of the cash flow and profits that you would have made if you would had kept it and not sold it to them!

AGE