 The initial details of the Placing, Subscription and Agreement are on the DIS website distil.uk.com, under ''NEWS'', 20 July 2021. It is a long document, but p8 is relevant:
''Distil’s investment of up to £3 million (with the option to increase this to £5 million) forms part of a total initial investment package of £11.4 million, which will be used by Ardgowan to build the
Ardgowan Distillery and visitor centre. This includes an equity investment of £7.2 million recently
made by Roland Grain, one of Distil’s directors, via Grain GmbH, a company with which he is
associated, and a £1.2 million equity investment from existing Ardgowan shareholders.
The Loan has the following terms: Initial Principal amount : £3,000,000, to be loaned immediately on Completion. Secondary Principal amount: £2,000,000, the subject of the Loan Option, to be exercised by 31 December 2022, at Distil’s option. Interest rate : 5% per annum, paid quarterly in arrears. Duration : 10 years. Conversion Terms: At any time during the term of the Loan at a valuation of £30 million, which, assuming the loan outstanding is £5 million, equates to approximately 14.28% of Ardgowan’s fully diluted issued share capital. Security: With effect from Ardgowan issuing the first capital call and during the term of the Loan until the earlier of (i) repayment of the Loan in full, or (ii) conversion of the Loan into Ardgowan equity Ardgowan shall procure that a sum, such being the lower of (a) £250,000 and (b) an amount equal to the total interest payable on the Loan by Ardgowan during the then current ‘year’ (being each period of 12 months from the date of signature of the loan agreement) of the Loan term, is deposited and maintained in a GBP denominated bank account in the Company’s name.
Ardgowan will pledge 10% of its annual production of malt whisky (or other product at the discretion of Distil) to Distil during the term of the Loan. In addition, Ardgowan has granted to Distil a floating charge over 10% of its annual production of malt whisky (or other product at the discretion of Distil) until the above pledge takes effect.
Change of control: Distil can require early repayment or conversion of the Loan if a change of control event occurs.
Under the Loan Agreement, Distil will be allowed to appoint an observer at all Ardgowan board meetings and, once it has a shareholding of over 10 per cent. (which would be the case once the Loan conversion into shares in Ardgowan has occurred) it will be allowed to appoint one Distil director to the Ardgowan board. It is expected that Distil’s Executive Chairman, Don Goulding, will fulfil these roles.'' |
Haggis can you remind me of the time table of the loan note as when they can opt to have shares in Ardgowan |
I believe Ardgowan will be valued at far more than DIS (currently way undervalued at £1.82m). I also believe that if DIS converted it's loan to 9.1% of Ardgowan shares, that 9.1% would be worth far more than DIS is currently valued at, so converting to Ardgowan stock would multiply the DIS valuation overnight. "significant volumes of malt whisky production" says it all.
"Ardgowan Distillery, where Distil remains the second largest investor with a £3m investment in the form of a Convertible Loan Note, which is convertible into shares representing 9.1% of Ardgowan's fully diluted share capital"
"We naturally welcome his move to provide greater support to Ardgowan as they transition from planning and building to significant volumes of malt whisky production."
"This exciting next phase will transform the Ardgowan project, not only benefiting our investment in the Ardgowan business itself but also providing huge benefits and growth opportunities to our Blackwoods brand."
"We look forward to bringing this to life for shareholders in the near future." |
Lively trading this morning |
From DIS social media:
"Have you got yourself a bottle of our limited edition First Drop?
This isn’t just any gin - it’s the first gin distilled at our new distillery in Inverkip
Why not treat yourself to a bottle? After all, we have 20% off our website!
*discount ends this Friday, 06/12*" |
Or maybe he's doing some sort of clever covered short? Buying and loaning or shorting?Stocko has this as a sucker stock. Intrigued to keep watching |
Someone just sold 7 million. Maybe he's sobered up. |
A positive move, no doubt about that, but even if he quadrupled his money 99% of investors here would still be holding losing positions. You invest now you might get a return. Everyone else, no chance. |
Interesting. In for a small punt. Surely there is some value, despite my ongoing concerns about both strategy and tactical implementation |
I think the 2 bottles of red leg I bought in Tesco yesterday has had an effect. |
Straight in at 5.66%, 82,333,300 shares. He ain't messing and he knows his onions. |
"Patrick has worked in the City since 1997. Over the last 35 years he has been a unit trust fund manager, and for much of this time, he has been top, or near the top, of the performance tables. Between November 1999 and November 2004 the fund he ran was the top performing UK Unit Trust." |
TR-1 Patrick Evershed CBE!.hTTps://www.twocitiesconservatives.org.uk/people/patrick-evershed-cbe. |
13 November 2024
ScottishFinancial News: McMillan Coppersmiths delivers handcrafted stills to Ardgowan Distillery
Whisky copper pot stills manufactured by McMillan Coppersmiths, one of the oldest remaining coppersmiths in the world, embarked on an 85-mile journey to Ardgowan Distillery in Inverkip. Distillery Lead Investor Roland Grain, CEO Martin McAdam, and local MSP Martin Whitfield were among those attending to celebrate this Scottish manufacturing milestone and the impact of the artisan skills on the whisky industry. The Prestonpans-based fabricator is renowned for its world-class craftsmanship and for leveraging traditional techniques, many of which date back 150 years. The two whisky stills and condensers are destined for Ardgowan, which is set to be one of Scotland’s most efficient whisky distilleries following seven years of careful planning and construction. George Crombie, Chief Operating Officer and Engineering Director at the Briggs of Burton Group, said: “Coppersmithing is an intrinsic part of the Scotch whisky industry. At McMillan Coppersmiths, we celebrate the best of Scotland by blending our rich heritage and traditional craftsmanship to create iconic copper pot stills used across the whisky industry. ̶0;More than a million hammer blows have created each Ardgowan copper still. What is fascinating is that every distiller’s still shape and design is different, creating a lot of variety in work for the team who build them. This was a real opportunity for our customer and team to come together and mark a key moment in Ardgowan distillery’s project. It would have also been quite the spectacle for the general public to see these large, shiny copper stills as they were transported across the central belt. Our team takes pride in helping distillers around the world craft pot and column stills tailored to their specific needs. “We have invested, and will continue to do so, in modernising the working environment while preserving the traditional handcrafted methods of production. Since acquisition, Briggs of Burton has committed approximately £2m to capital investments in machinery, infrastructure, and renewable energy, with a further £1.5m planned for next year to improve quality, efficiency, and capacity.” The scotch whisky industry has contributed £5.3 billion to the Scottish economy, and coppersmithing is an integral part of this industry, playing a critical role in its production. McMillan Coppersmiths is preparing the next generation through a dedicated craft apprenticeship programme and by offering career opportunities for sheet metal workers to transition into the art of coppersmithing. Ardgowan distillery has previously partnered with Heriot-Watt University and McMillan Coppersmiths’ parent company, Briggs of Burton, to explore technology for capturing CO2 from the fermentation process and find alternative value-adding uses. Briggs of Burton, who have designed the distillery process alongside Ardgowan, will soon install a high-tech system called Thermal Vapour Recompression (TVR) which reduces steam usage and makes the distillation process more energy efficient. Ardgowan Distillery CEO, Martin McAdam, added: “Ardgowan distillery is now nearing operational status and is due to be completed in early 2025. “The copper stills are among the final pieces of the puzzle for the distillery, which will soon be able to open its doors to the public. We chose to work with McMillan Coppersmiths not just for its expertise within the distilling industry, but also as part of our commitment to support local communities and businesses across Scotland.” Ardgowan expects to create up to 50 jobs for the Inverkip area and, upon completion, will have the capacity to produce one million litres of premium whisky per year. Ardgowan have invested close to £7m with Briggs of Burton for the design and build of the main equipment and over £1m with McMillan Coppersmiths for the stills and energy-saving TVR equipment.
The stills journey took them from Prestonpans to Inverclyde along the M8, with a truly Scottish scene with a bagpiper sending them on their departure and arrival, in a celebration of craftsmanship, Scottish heritage and innovation. |
Dr Cooley's latest 'investment' going well - not. |
Peter, yes that would correct in terms of who initiates the discount. However it would be unusual in this sector for much of that drive to come from the retail outlet.
I'd suggest the change of tactic to use pop ups etc (which are mainly about brand building in specific groups) maybe might be an acknowledgement that they are struggling to make an impact, and margin in supermarkets, which is a very very competitive space. Unless it's a serious premium brand, with associated margins, I can't see how they can succeed without a decent and profitable supermarket presence.
The suggestion of a new rev line via distillery tours and sales (marginal) is a further signal of that.
Edit: Having said that....at a market cap of under £2m, there must be some value. |
I am still curious to see what our new mystery player is up to. Does anyone have anything new on this? As long as our strong hands maintain their 50%+ holdings then a straight takeover seems unlikely, but he must be buying heavily for some reason. Dr Graham Cooley (5nov)(of Brigantia Capital Ltd) has increased his holding from 11.05% to 12.11% (176,000,000). Unlike Roland Grain, he doesn't (yet) have a seat on our Board.
pete |
Haggis: I feel very frustrated by the poor company performance over the last year and more, but I share some of your optimism for 2025. The new home for DIS in Ardgowan should give us lower production costs for white spirits and there may also be an increasing input from tourism. The prospect of a much-delayed scotch is also exciting.
Despite that, the miserable failure of our much-vaunted new distribution set-up to date will leave me feeling a bit sceptical until I see the results of our year-end sales. We will soon run out of cash again if it doesn't work out well.
pete |
Waterloo: Thinking about this again overnight, it seems likely that any confusion may be due to who initiates the promotion. If it is the retailer then I believe it is the retailer who suffers the cost. Any supplier subsidy would be illegal.
But if it is a DIS initiative then it would be logical for DIS to suffer the cost. If, as you have implied, it is DIS who initiated the latest promotions round then it would account for the reported high promotion spend.
DG seems to have a soft spot for Brighton ''where our first launch occured'' (2012), and we know that he favours so-called pop-up shops, a touring wagon that sets itself up in a city centre, giving out free samples and selling a few bottles. The company has always seemed London-centric to me, so it may well be possible that he is spending big in London and the south east again.
I hope it works, but I also hope he has given some consideration to the rest of the UK. I will take it as a welcome sign if I see RedLeg re-appearing after more than 12 months absence in my local Tesco.
Q3/Christmas/New Year sales are absolutely crucial.
pete |
Thanks Waterloo: Over the years, I have read a lot of stuff on promotions and even just a quick look around the market shows that all sorts of retailers do it.
A few years back, when RedLeg was available in our local Tesco, they would frequently offer it at £18 instead of £24 to Tesco club card holders. As £6 was a hefty discount, I asked DG about it at the time and he assured me that Tesco had to take the financial hit on store promotions, because they gained a big advantage from those same customers buying other Tesco products at full margin. He said that DIS could have no influence over promotions, due to UK laws on minimum retail price maintenance (RPM).
If you are right (that it's the supplier), it could explain a lot of the near half a £million promotional costs quoted in the last report, but I am unconvinced. It would be very useful to have a retailing expert join the debate.
pete |
Probably done through some sort of retro funding. Tesco will claim back a certain agreed cost for every bottle sold during the promo period. |
Peter, you are wrong on that. Supermarkets expect the supplier to bare most of the cost of any promotional activity in store. |
I don't think that can be it. Retail price maintenance is illegal. If Tesco run a promotion, they must stand the loss.
I suppose it might be possible for DIS to temporarily sell the goods more cheaply than normal to Tesco, but regulators might still see that as a potential attempt to control selling price in concert with Tesco. Do we have anyone with retail legal experience looking in?
Does anyone see our products on sale in their supermarkets. They are not on the shelf in sw Wales.
pete |
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