Cadogan Energy Solutions Share Discussion Threads

[brumbrum79] 10/2/2021 21:43

Thordon, I agree.

[thordon] 10/2/2021 21:14

If i was the management i would go for the call option of shares .
Remember there was a broker who had valued the shares at £20 million if converted.
Anyway the action of reminding of calling the loan may be a to get a larger slice of the pie.

[brumbrum79] 10/2/2021 19:13

10.02.2021
Awarded to the JV led by Proger the surveillance activities of the ASPI network works

Proger, in JV with Bureau Veritas Nexta, Tecno Piemonte and Tecnolab, was awarded by Autostrade per I’Italia the tender for the surveillance of the works related to the network managed by Aspi falling within the national territory.

The JV led by Proger was first in the ranking of a public tender procedure, carried out by a tender commission appointed by the Ministry of Infrastructure and Transport, for each of the three overall lots into which the contract was divided according to the competence area of the Territorial Offices.

Proger will therefore offer integrated engineering services regarding supervision and control, the execution of tests and instrumental, functional or related surveys – quarterly, annual or bi-monthly – partly “scheduledR21; and partly “on call”, for a total of 7,385 works of art, including viaducts, overpasses, galleries and minor works.

The operational organization foresees the activation of a Front-Office in close proximity to each of the Territorial Offices and a Back-Office for all coordination and engineering activities at Proger’s headquarters in Rome, which will ensure homogeneity of approach, planning and evaluation for all artworks on the network.

This assignment follows the checks already carried out by the company on over 4,500 works throughout Italy starting from 2019, thus ensuring immediate operation and an already consolidated knowledge of the needs and problems to be solved.

The tender-based contract has a duration of 3 years, extendable for other 2 years, for a total value of € 67,500,000.

Links:

hxxp://www.proger.it/en/awarded-to-the-jv-led-by-proger-the-surveillance-activities-of-the-aspi-network-works/

hxxps://www.autostrade.it/it/web/mobile/comunicati-stampa/-/detail/2069D2A70DB095AFC1258630005A4A18

Good Reading

[russman] 10/2/2021 10:09

It is a call option.

[targatarga] 10/2/2021 08:04

However I look at this we're talking years. Cadogan have been unable to stay out of the courts for very long. Can we even say that Progers books are 100% accurate(it's not as if Cadogan have access to the facts). Many a business have dodgy foundations/liabilities. Imho

[shortcpx] 10/2/2021 07:16

Why a long case? They have a share pledge so just a process of getting a court sanctioned sale. If they decide to keep the shares then it's a potential RTO.

[researchcentre123] 09/2/2021 22:31

It would seem the old management thought they'd lend the company's money to their mates. However neither side counted on the management getting thrown out and actually having to pay back the money. My prediction - no money on 25th Feb as it's been spent buying new shares in Proger. Where else will they get it from? So there'll be a long legal case after which the shares in proger get grabbed by Cadogan and sold for much less than the loan amount. Still there's an argument that the loan is worth something but what shld be the discount? 50% or less? And how long - 2 more years?

[shortcpx] 09/2/2021 18:46

We know they're not exercising the call option. Question is whether they repay on time, have discussions around restructuring etc or enforcing the pledge which may end up in a RTO scenario. Last RNS was too brief.

[russman] 09/2/2021 07:58

CAD do not own any Proger equity yet, it is a convertible loan.

[huffster] 08/2/2021 11:24

Proger's original press release. Not seen much evidence of collaboration. (Not seen much evidence of anything really...)

hxxp://www.proger.it/en/progers-capital-increase-takes-shape/

[diesel] 08/2/2021 11:12

I suppose we should be asking why they invested here in the first place, I always thought that were seeking spin off opportunities from Progers O&G interests, or maybe they were looking to enter new markets, O&G in the Ukraine is proving very lack lustre.
Haven’t Cad got a director on the board, so difficult to find any corporate info. actually any info for that matter! I think a good result would be to get the cash back, if only the original loan.

[russman] 07/2/2021 19:39

But how much is the minority stake currently worth.

[itsriskythat] 07/2/2021 16:58

Exercising the option would give Cadogan 33% of Ingeneria.

Cadogan would have an increased 25% of Proger spa. This should be compared to the 22% of Proger spa at the time of the loan in Jan 2019.

Source: Ingeneria now owns 76% of Proger spa

[russman] 07/2/2021 07:17

It is a convertible loan to a third party holding company.
If there is no repayment on due date, claim the security (value unknown) or bankrupt the holding company & get x% cents in the euro.
Only the Directors of the holding company know what value is left in the holding company at this point.

[shortcpx] 07/2/2021 01:53

The most significant point for CAD shareholders (surprisingly BrumBrum didn't copy and paste this point!) is that if the call option is called or security is enforced and the same analysis applies 2 years later, this may well result in a suspension of the company's shares pending a GM to approve this and a prospectus for re-admission as either action would be classed as a reverse takeover.

[shortcpx] 07/2/2021 01:49

How is it a grab what they can in court scenario when they took a share pledge over the holding company's shares in Proger Ingegneria. It's a matter of following the formalities under Italian law to enforce your security. Court approves sale, Cadogan find a buyer.

[shortcpx] 07/2/2021 01:46

Did I ever say that was a fact? Bulletin boards are full of opinions and unsubstantiated assertions. At least your posts make a difference. Long copy and paste jobs that don't add anything.

[shortcpx] 07/2/2021 01:44

Brumbrum, you copy and paste a load of stuff and just have a negative slant on everything. Obviously you're on the side of previous management and that's fine. Simple fact is when it comes to asset backed lending any prudent lender would accept collateral worth more than the loan amount. This is based on common practice and soYou would expect management would do the same on a commercial basis and be advised of the same by their lawyers to cover fluctuations in asset value and cost of enforcement. And by the way the plural of information is just information. Unless you just want people to think you speak with a Borat accent.

[brumbrum79] 06/2/2021 23:32

1hughb
5 Feb '21 - 09:53 - 19709 of 19720
0 0 0
It seems highly unlikely to me that Proger will pay on time, as I imagine they would have said so if they were planning on it. A stock exchange announcement that they've reminded them that they owe the money......

I suppose its a prelude to legal action.

-> yes, I agree. A legal action in italy... an Epic & Wonderful scenario.


The loan was used to invest in new Proger shares by a holding company, so it would seem likely that that's what they might grab after a court case, and then see how much they could get for them. They certainly can't take Proger itself to court, as it's just a holding company that was lent the money. Looks a bit of a stitch-up to me, but I guess we see.

[brumbrum79] 06/2/2021 23:17

Russman
6 Feb '21 - 09:59 - 19716 of 19719
0 0 0
Sounds as though there is room for negotiation with 3rd parties, not Proger.

TIFS PARTECIPAZIONI S.R.L.

MA.LO S.R.L.

They are only 2 other shareholders (minorities) of Proger Ingegneria srl.

PMP S.R.L. is the main shareholder (72,93%) of Proger Ingegneria srl.

[brumbrum79] 06/2/2021 22:20

SHORTCPX
5 Feb '21 - 18:44 - 19714 of 19717
0 0 0
It’s capped at the loan amount and management must have determined the shares are valued far higher as a buffer (like an LTV ratio banks use). So if they have to enforce they’ll just look to get a price to repay their loan rather than fair value.


Are you sure?

'It’s capped at the loan amount'. -> this is true and correct.

'the pledge on proger ingegneria shares is capped at the loan amount'

'and management must have determined the shares are valued far higher as a buffer (like an LTV ratio banks use). So if they have to enforce they’ll just look to get a price to repay their loan rather than fair value.' -> are you sure about your words? this is only your opinion based on no data/informations.

[brumbrum79] 06/2/2021 22:10

itsriskythat
5 Feb '21 - 16:55 - 19713 of 19716
0 0 0
If Cadogan has to take the security on the loan that was offered to them in Feb 2019 by PMP, the outcome for Cadogan would be the same as exercising the call option.

Is that true?

Imho..
No, it's not the same.
For example:

Convertible Loan with Call Option, security by a pledge on shares

1) CPHBV exercises the Call Option

CPHBV -> direct 33% proger ingegneria srl -> indirect 25% proger spa;

2) if pledge on shares was lower than 33%... for example it was on 16% of the proger ingegneria srl...

CPHBV exercises the pledge on shares

CPHBV -> direct 16% proger ingegneria srl -> indirect 12,13% proger spa;
...

There are diffirences in the 2 scenario but the amount invested by CPHBV is the same -> the amount of the loan (13,385 € millions).


Only a stupid manager would like to choose scenario 2...

[russman] 06/2/2021 09:59

Sounds as though there is room for negotiation with 3rd parties, not Proger.