Axa Property Share Discussion Threads

[redhill9] 23/1/2019 12:00

RNS this morning, Nixon appointed to Board.

23 January 2019
Result of EGM

At the Extraordinary General Meeting of the Company held today, the Ordinary Resolution to appoint Mr Blake Nixon as a Director as set out in the Extraordinary General Meeting Notice sent to Shareholders and dated 27 December 2018 was put to the Meeting. Details of the voting results, which should be read alongside the Notice, are noted below:

Ordinary Resolution For Against Discretion Abstain
1 10,802,381 8,240,653 0 1,026 Passed
Note -A vote withheld is not a vote in law and has not been counted in the votes for and against a resolution.

Following the EGM, Mr Blake Nixon was appointed to the Board. Gavin Farrell will remain as Chairman of the Company on an interim basis.

The Company shall make a further announcement in due course.

[redhill9] 15/1/2019 17:11

Something to keep us going - redemption on 29 January of 11.3% of shares at NAV of 45.39p. Very welcome.



REDEMPTION ANNOUNCEMENT

Further to the powers granted to the Board by:

1) the passing of the Special Resolution to change the Investment Objective by the requisite majority at the Extraordinary General Meeting held on 26 April 2013, and

2) the passing of the Special Resolution to amend the Articles of Association of the Company by the requisite majority at the Extraordinary General Meeting held on 27 February 2014,

there is approximately £1.2 million in unallocated cash now available for distribution to Shareholders as a result of the ongoing, managed wind-down of the Company through asset disposals and corporate re-structuring. The Company will return this amount, equivalent to approximately 5.13 pence per Share, to Shareholders on 28 January 2019 (the "Redemption Date") by way of a redemption of a proportion of all Shareholders’ holdings of Shares (the "Redemption").

Words and expressions that were defined in the Circular posted to shareholders on 4 February 2014 (the “Circular̶1;) shall have the same meaning where they are used in this announcement, except where the context requires otherwise.

The Redemption Price per Share shall be 45.39 pence, by reference to the NAV per Share as at 30 September 2018. The Redemption will be effected pro rata to holdings of Shares on the register at the close of business on the Redemption Date. Approximately 11.3% of the Company's issued share capital will be redeemed on the Redemption Date (that is approximately 11.3 Shares for every 100 Shares held (the "Relevant Percentage")). Fractions of Shares will not be redeemed and so the number of Shares to be redeemed for each Shareholder will be rounded down to the nearest whole number of Shares. (continues)

[jeangl] 14/1/2019 13:12

As you may have seen, a certain Mr Nixons is looking to take over the vehicle, which we can only assume he will loot at the expense of “normal” shareholders once in charge (black box mandate, undetermined fees, no return of capital as planned currently etc). First step: EGM in a week (23Jan), in which he seeks to be appointed as director. People who share my view, should imperatively vote their shares ASAP against this directorship appointment resolution.

[nicholasblake] 04/11/2018 18:33

HE, The group will take a loss on Curno but if by way of an asset sale the sub which owns it could make a taxable profit if it owned the asset BEFORE APT bought the sub.
IMO the bigger point is that with a continuing mandate and a refreshed board a price closer to 2017 book value ought to be on the cards, which would push NAV/share (prior to any CGT)above 50p.

[horndean eagle] 02/11/2018 22:13

jgh03 - think you are barking up the wrong tree. APT are going to take a huge loss on the property at current book value. Even the previous valuation would be a huge loss.

[horndean eagle] 02/11/2018 20:58

jgh03 - think you are barking up the wrong tree. APT are going to take a huge loss on the property at current book value. Even the previous valuation would be a huge loss.

[redhill9] 02/11/2018 17:21

JGH03, Good points, thanks.

[jgh03] 02/11/2018 14:34

redhill - I agree that these are worth holding, but I think the 29% discount to NAV may be slightly overstated. Note 7 to the accounts says,
"In accordance with IFRS accounting standards, the valuation attributed to the
property in Curno is before any allowance or deduction of capital gains tax due
on sale. The extent of these taxes will depend upon whether the asset is sold
directly, in which case full capital gains tax on the chargeable gain is due,
or within the existing corporate structure, in which case the extent of the net
price adjustment will depend upon commercial negotiations between the Company
and the buyer. In either case it is expected the impact will be a reduction in
net proceeds."

Also, while the accounts are presented in Sterling, the sale and rental are presumably in Euros, so you would need to take account of any change in the GBP:EUR exchange rate.

[redhill9] 02/11/2018 14:17

Just been looking at the June annual figures reported a few days ago.

I calculate that cash (after allowing for debtors, creditors and provisions) equates to a tad over 12p per share out of the NAV of 45.68p, so around 33.6p of the NAV relates to the property value.

With share price at current 36p that suggests the property is in the share price for only around 24p, a discount to NAV of 29% (assuming cash continues at same level, i.e. rental income covers costs). Also assuming after the massive write-down in value that the property is fairly valued in the NAV, and with the prospect of an up-rate when the lease is re-negotiated with a sale then increasingly likely, this looks like a strong hold?

[nicholasblake] 02/11/2018 08:51

Not sure where you got the 75% from. Although APT did volunteer a special resolution in 2013, the listing rules only require 50% to make a change.

[horndean eagle] 01/11/2018 23:13

They are not going to get a change in strategy away. They would need 75% of votes in their favour. Don't think they stand a hope in hell.

[nicholasblake] 01/11/2018 20:30

I imagine the 1m buyer is buying into a new strategy rather than the realisation play. Probably safest not to assume any cash back any time soon.

[horndean eagle] 01/11/2018 13:49

1m shares were traded ealier in the week. no idea what that was all about. They just need to get on with things. Fees and costs are horrendous. Need to totally sort that out. You would hope once they have lease sorted it should be an easy sell. Even now if i were in Italy I would fancy the property at current valuation. You could leave the tenant in place. Collect rent for the next 6 years and you would have your money back. you then have option value on the property and can do something with it if so desired.

[nicholasblake] 01/11/2018 11:29

I think we can safely assume he's not going to breach 30%.

[jgh03] 01/11/2018 11:01

Reaching 30% would be very significant. According to the City Code on Takeovers and Mergers, "When a person or group acquires interests in shares carrying 30% or more of the voting rights of a company, they must make a cash offer to all other shareholders at the highest price paid in the 12 months before the offer was announced."
Source: hxxp://www.thetakeoverpanel.org.uk/the-code/download-code

Whether there is scope to adjust the price offered downwards in the light of capital redemptions I don't know.

[nicholasblake] 01/11/2018 10:44

He's disclosed 29.8%, so not sure 0.2% is worth worrying about?

[rj allen] 01/11/2018 10:23

Suspension a good way to stop Mr Nixon increasing his shareholding

[atholl91] 18/10/2018 14:46

I agree nb. May be worth increasing

[nicholasblake] 17/10/2018 11:22

Judging by Investor's history he could be looking to use shell to repeat the value investment style he ran at Guinness Peat Group?

[atholl91] 16/10/2018 17:17

Well done Shareholder whose votes restored the listing. No reason why the Board cannot continue to sell the property. It has use as a shell.

[horndean eagle] 24/9/2018 12:10

Its all a bit of a shambles. Aviva sold out at 39p. They are close to finalising lease negotiations and also in talks to dispose of the asset. I guess the new buyer will just push them forward into hurrying up the sale. Not sure whether we get full value from it not but hopefully a decent uplift from 39p

[nicholasblake] 03/9/2018 16:40

That is before the liquidator's costs, any further discount following the completion of lease negotiations and tax on the disposal.

[davebowler] 03/9/2018 15:10

In the announcement issued 9 August 2018 and the subsequent shareholder
circular dated 10 August 2018, the Directors confirmed that in view of the
proposals to place the Company into voluntary liquidation on or around 7
September 2018 ("the Proposals"), there is currently no intention to prepare
Financial Statements of the Company or updated NAV for the financial year ended
30 June 2018 or subsequent years, pending approval of the Proposals.

Whilst it is still the intention to cease the release of audited financial
statements for the period ending 30 June 2018 and for future periods should the
Proposals be approved, the Directors are nonetheless pleased to provide the
following unaudited financial information for the period ending 30 June 2018.

NET ASSET VALUE

The Company's unaudited Consolidated Net Asset Value as at 30 June 2018 was GBP
10.69 million and the NAV per share was 45.68 pence per share.

[deadly] 14/8/2018 21:59

thanks for that.

[davebowler] 14/8/2018 21:46

hTTps://www.londonstockexchange.com/exchange/news/market-news/market-news-detail/APT/13749735.html