Advance Energy Share Discussion Threads

[maytrees] 26/10/2022 14:03

Presumably the name change would not have been taken forward if the co was
not going forward.

[sweet karolina2] 20/10/2022 06:54

Will still be an uber dog with fleas whatever it is called.

Will it be as successful as Beacon Energy Ltd?:

[oilbuy] 19/10/2022 19:40

It is noted that a change of name of the Company to "Beacon Energy plc" is to be proposed as an ordinary resolution at the AGM. Assuming such resolution is approved, the change of name is expected to take effect on 18 November 2022.

[sweet karolina2] 16/10/2022 19:40

The only asset the company has is its listing and a tiny, ever dwindling amount of cash which runs out in Dec 22. If it delists, which it will automatically on 27th May 23 if no deal is done, it has nothing as by then all the cash will have gone a long time before. You did read the annual report didn't you?

Including from the auditors:

"We draw your attention to Note 2(I) to the financial statements which explains that the Group has commenced a process for a potential acquisition which will incur significant costs and for which the Group will seek to raise additional equity funding. If the acquisition does not complete there may be scenarios where the Group would be unable to meet its forecast cash requirements. The matters explained in Note 2(I) indicate that a material uncertainty exists that may cast significant doubt on the Group’s ability to continue as a going concern. These financial statements do not include the adjustments that would result if the Group were unable to continue as a going concern. Our opinion is not modified in respect of this matter."

and

"Management’s base case is that the potential acquisition will complete in late 2022 and that as part of the acquisition the Company will seek to raise additional equity funding.

Management have also considered a number of downside scenarios including scenarios where the potential acquisition does not complete, or where completion is delayed beyond December 2022.

Under the base case forecast, the Group will have sufficient financial headroom to meet forecast cash requirements for the 12 months from the date of approval of these consolidated financial statements. However, in the downside scenarios, in the absence of any mitigating actions, the Group may have insufficient funds to meet its forecast cash requirements. Potential mitigants include deferral of expenditure [can't defer what has already been spent] and raising additional equity [how when shares are suspended?].

The deal completes by Dec or the company is dead. The RTO target knows this and knows it is holding a gun to the BoD's head. Why would they pay more for a listing via RTO than they would have to pay to do it by IPO (£500k)?

All this was fully explained here:



That some were too stupid and arrogant to pay attention and have therefore piled in is their fault and nobody else's.

[oilbuy] 13/10/2022 22:24

Relist the company. Simple

[sweet karolina2] 13/10/2022 18:24

Are you really that thick?

The clue is in the name - AIM Rules apply to AIM listed companies. Don't believe me fine, but surely you believe the uber dog of a company you put your money into:



As an AIM Rule 15 Cash Shell, the Company is required to make an acquisition, or acquisitions, which constitutes a reverse takeover under AIM Rule 14 (including seeking re-admission under the AIM Rules for Companies) within six months from 27 May 2022. Alternatively, within such time period, the Company can seek to become an investing company pursuant to AIM Rule 8, which requires, inter alia, the raising of at least GBP6 million and publication of an admission document. In the event that the Company does not complete a reverse takeover under AIM Rule 14 within such six month period or seek re-admission to trading on AIM as an investing company pursuant to AIM Rule 8 (either being, a "Re-admission Transaction"), the Company's ordinary shares would be suspended from trading pursuant to AIM Rule 40. Thereafter, if a Re-admission Transaction has not been completed within a further six month period, admission to trading on AIM of the Company's ordinary shares would be cancelled.

27 Nov 22 suspended anyway, 27 May 23 delisted. The only asset this little uber dog has right now is cash that runs out very soon and its listing. Don't believe me then believe the audited balance sheet at 30 Apr 22 they have just published.

Keep deluding yourself as much as you like, you are trapped anyway, but maybe it might be worth learning the lessons for next time?

[oilbuy] 12/10/2022 08:05

The rule applies to all listing.

[the chairman elect] 12/10/2022 08:05

sweet karolina211 Oct '22 - 20:19 - 2849 of 2849 (Filtered)

[sweet karolina2] 11/10/2022 20:19

Shame your example was not and AIM rule 15 shell but was in fact a main market closed end investment trust set up for the purpose it later performed.

Please pay attention and stop making a fool of yourself.

Given how much Peterkin and West trousered in 21/22 it is very clear why they had to go, but the whole BoD are responsible for misleading investors on the chances of success of the B10 duster which led to the dire predicament this uber dog finds itself in once again.

[oilbuy] 11/10/2022 11:15

Putting a NED in place makes sense considering an RTO of a O&G company which will have it's own board.450k & 80k investment into the company speak's a positive out come The Board has implemented measures to reduce the Company's costs by more than 50% through a number of initiatives including reducing salaries and Director fees by over 60%. To support these initiatives, CEO Leslie Peterkin and CFO Stephen West agreed to leave the Company. We thank Leslie and Stephen for their efforts and contributions. The CEO position has been filled by Non-Executive Director Larry Bottomley.In addition to a forensic focus on costs, the Board has refined the strategy for the Company, which is to create a self-funding oil & gas production company to take advantage of growth opportunities being generated as industry players reshape their portfolios to manage the energy transition to net-zero emissions.

[oilbuy] 11/10/2022 09:23

https://www.criticalmetals.co.uk/about-usIs an example of this which relisted 2 months ago after 20 months of suspension

[oilbuy] 11/10/2022 09:20

More lies or lack of fact.A new admission document and relisting can take place anytime.

[the chairman elect] 11/10/2022 08:00

sweet karolina210 Oct '22 - 19:33 - 2843 of 2843 (Filtered)

[sweet karolina2] 11/10/2022 06:54

Well what a great set of annual results to 30 Apr 22!

For those who still don't get why past losses are worthless as offset against future tax:

"10 Income tax expense
The Company is resident for tax purposes in the Isle of Man and is subject to Isle of Man tax at the current rate of 0% (2020: 0%)."

And what are all those past losses now - $48.654M that is the amount this miserable uber dog with fleas has sent to money heaven over its miserable existance with $27.389M of that this last year. Wow what a great performance! the BoD are worth every penny of the $1.539M they trousered last year.

Net current assets at 30 April just $447K with £425K gross so around £400K net from the placing.

"On 9 September 2022, the Group announced that it had signed a Heads of Terms and Exclusivity Agreement in relation to a potential acquisition. The Company expects to incur due diligence and other transaction costs associated with the proposed acquisition."

In other words by the time the deal is done, if it does get done, there will be no cash at all left in the kitty. It costs around £500K to get an AIM listing through IPO so that would be all the cashless shell would be worth. They might be generous and pay 0.05p for the existing equity, ie £750K, definately not 5p or £75M as some mugpunters would like to believe.

[sweet karolina2] 10/10/2022 19:33

Optimism! LOL

If the RTO falls through before 27 Nov, when the shares suspend anyway, then yes there will be an opportunity to sell. There will be no buyers so put the sell order in with no limit and hope yours gets executed early.

If the RTO fals through after 27 Nov then kiss your money goodbye, however you may need to wait several years before you can crystalise your 0p (100% loss regardless of the price you bought in at) and offset against CGT - assuming you have sufficient net gains elsewhere to be liable for CGT.

"the Board's extensive industry relationships and the tenacity of the team" yes they brought you the B10 duster, Peterkin and the CFO walked shortly after, but the remaining BoD were just as much a part of it too.

[hms687] 10/10/2022 07:55

THIS IS THE INTERESTING BIT AND OFFERS ROOM FIR OPTIMISM :-


As a result of the announcement, the Company's shares were temporarily suspended and will remain so until Advance is in a position to publish the associated AIM Admission Document for the Potential Acquisition. In the event that the Potential Acquisition does not proceed for whatever reason, it is expected that the temporary suspension in the Company's shares would be lifted.

It should be noted there is no certainty that the Potential Acquisition, or any transaction, will take place.

Outlook

The Board remains confident that its refocused strategy is the right one. Whilst there can be no guarantee any acquisition will be completed, the Board's extensive industry relationships and the tenacity of the team provide a strong basis for confidence. I look forward to updating shareholders as the Potential Acquisition progresses.

Mark Rollins

Non-Executive Chairman

7 October 2022

[the chairman elect] 10/10/2022 07:25

CHAIRMAN'S REPORT


On behalf of the Board of Directors, I hereby present the financial statements of Advance Energy plc ("Advance" or the "Company") for the year ended 30 April 2022.

Without doubt, the year under review has been a challenging one for the Company, with a disappointing outcome on the Buffalo well announced in January 2022.

Since that time, the Board has refocused the strategy for the Company and substantially reduced its cost base.

The Board has implemented measures to reduce the Company's costs by more than 50% through a number of initiatives including reducing salaries and Director fees by over 60%. To support these initiatives, CEO Leslie Peterkin and CFO Stephen West agreed to leave the Company. We thank Leslie and Stephen for their efforts and contributions. The CEO position has been filled by Non-Executive Director Larry Bottomley.

In addition to a forensic focus on costs, the Board has refined the strategy for the Company, which is to create a self-funding oil & gas production company to take advantage of growth opportunities being generated as industry players reshape their portfolios to manage the energy transition to net-zero emissions.

Post period end, on 26 July 2022 the Company successfully raised £425,000 from new and existing shareholders, including £80,000 from Directors of the Company, to support the pursuit of acquisition opportunities. The Board appreciates the continued support shown by shareholders during this fund raise.

On 9 September 2022, the Company announced that it had entered into a non-binding Heads of Terms ("HoT") with the majority owner of a European oil and gas company. Under the HoT, Advance would acquire the European company for a combination of new shares in Advance and an earn out based on oil production (the "Potential Acquisition"). The HoT includes standard conditions, including an exclusivity period up to 29 October 2022 and the completion of satisfactory due diligence.

The Potential Acquisition would be considered a reverse transaction under the AIM Rules for Companies and is therefore subject, inter alia, to the issue of a new AIM Admission Document and obtaining shareholder approval for the Potential Acquisition.

As a result of the announcement, t he Company's shares were temporarily suspended and will remain so until Advance is in a position to publish the associated AIM Admission Document for the Potential Acquisition. In the event that the Potential Acquisition does not proceed for whatever reason, it is expected that the temporary suspension in the Company's shares would be lifted.

It should be noted there is no certainty that the Potential Acquisition, or any transaction, will take place.

Outlook

The Board remains confident that its refocused strategy is the right one. Whilst there can be no guarantee any acquisition will be completed, the Board's extensive industry relationships and the tenacity of the team provide a strong basis for confidence. I look forward to updating shareholders as the Potential Acquisition progresses.

Mark Rollins

Non-Executive Chairman

[oilbuy] 10/10/2022 07:25

Interesting RNS

[oilbuy] 07/10/2022 14:55

Find it yourself. Being rude won't get you anywhere with me

[sweet karolina2] 07/10/2022 11:42

I have but can you and can you tell us when the transition arrangements for existing SPACs require an RTO to be done by to still come under the £700k MCap of Main Market rules? Is it before or after ADV delists under the 12 month rule?

As ADV is not main market, and therefore more importantly, can you use it to effectively answer my question. Why RTO on AIM rather than IPO on AIM, which is about the same cost and time and much cleaner, as the company that was thinking of RTO into CCAP decided when it pulled out and has now gone for IPO.

[oilbuy] 07/10/2022 10:52

Find it yourself.

[sweet karolina2] 07/10/2022 10:24

Provide the link to the latest rules then.

[oilbuy] 07/10/2022 09:09

August 2016Rules have changed since then.