Fibregen Share Discussion Threads

[bubface] 15/7/2008 15:56

Press Release 15 July 2008

FibreGen plc
("FibreGen" or "the Company")
Update on Emerald Bio-Energy Ltd

Further to FibreGen's (AIM:FBG) announcement on 10 July 2008, the Company announces that
it has reached agreement on two transactions.

1. Sale of assets to Evergreen Securities plc (AIM:EVER)

The Company has today transferred its contractual interests in its rights to a Chinese
joint venture to Evergreen Securities plc
("Evergreen"). The joint venture has constructed and commissioned a demonstration facility on
land owned by a major electricity utility in
the city of Baoying, Jiangsu, China with the intention of significantly expanding the
facility, and to potentially develop additional sites.
Such expansion and development costs are not viewed as core to the Company's growth strategy.
The consideration for this transfer is the
payment of £300,000 in cash to the Company, the reduction by £200,000 of a working capital
bridge financing provided to the Company by
Evergreen, and the transfer of Evergreen's entire holdings in two companies, HaloSource Inc
("HaloSource") and Waipuna Holdings Limited
("Waipuna") (together the "Securities").

2. Settlement of put option in respect of the 25% minority interest in Emerald Bio-Energy
Ltd ("Emerald")

The Company has settled the £4 million put option in respect of the 25% minority interest
held by a minority shareholder (the "Minority
Shareholder") in Emerald, the Company's principal operating subsidiary, with the result that
the Company now owns 100% of the issued share
capital of Emerald. The consideration for this acquisition is £979,000 (including interest
and advisors' fees to the Minority Shareholder
of £79,000) payable in cash, deferred consideration of £3.1m and the transfer of the
Securities to the Minority Shareholder. The deferred
consideration is payable on 22 July 2009 and is subject to an interest rate of 10% per annum.
Prior to settlement of the deferred
consideration, the amount outstanding may be reduced as a result of cash pre-payments.
Furthermore, to the extent that the Minority
Shareholder derives income from or attributable to the Securities (including a sale in
connection with an IPO of Halosource or Waipuna) by
22 July 2009, any such income shall reduce the amount of deferred consideration outstanding.
If the deferred consideration is satisfied in full, any remaining Securities will be returned
to the Company
by 25 July 2009. The Securities were valued at approximately £4 million when they were
acquired by Evergreen in April of this year. As
part of this transaction, the Company has been required to give appropriate covenants to the
Minority Shareholder regarding material events
relating to the Company and its group.

3. Working capital update

Whilst the partial cash settlement of the put option in respect of the 25% minority
interest in Emerald results in the Company owning
100% of the issued share capital of its principal operating subsidiary Emerald, the Group will
as a consequence have limited current working
capital available. The Directors believe that the Company has, in the absence of unforeseen
circumstances, sufficient working capital to
finance its continuing and stated commitments. This belief is based partly upon the
assumption that the Company will realise the sale of
certain non-operational assets before the calendar year end.

The Directors will update the market in due course on the Company's recent announcement
concerning Coeur D'Alene Fiber Fuels Inc.


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[someuwin] 15/7/2008 15:55

anyone understand that RNS?

[tommy ott] 15/7/2008 11:18

Rewards for incompetence:

Directors emoluments 682,000
Consultancy Agreements 574,000
Less Duplicate (125,000)
Total 1,131,000 (Notes 5 and 36)

I wouldn't mind being cr*p at my job and get paid at these levels!

[wh1spa] 15/7/2008 10:07

I wish somebody would just come along and put this dying dog out of its misery!

[bubface] 15/7/2008 07:59

thank you shuffle man,still doesn't mention put option side of the agreement.doesn't sit well with 02/03/07 strategic statement,
"The creation of Emerald Bio-Energy Ltd, a wholly owned, private UK company, which LNR intends to use as the holding company for its wood pellet operations;"
note the wholly owned part!

[the shuffle man] 15/7/2008 07:47

From Dec 06 Accounts

Post balance sheet events
On 28 April 2007, the company transferred its 75% stake in its wood pellet operations into a newly created
subsidiary company called Emerald Bio-Energy Limited ('EBE'). On May 1st 2007, the 25% remaining
minority shareholding was bought out by St Peter Port Investments plc, who, inter-alia and after transferring
its acquired stake into EBE, acquired 25% of EBE's share capital. There is an agreement with St Peter Port
Investments plc to enable Libra Natural Resources Plc to acquire their shareholding in Emerald Bio-Energy
Limited by May 2008.

[bubface] 14/7/2008 21:52

broughton ltd largest shareholder in fbg is investment vehicle of tim childs who happens to be ceo of st peter port capital that happens to have exercised the put option on emerald bio-energy.perhaps he feels there is more to gain from busting this company with the put and write off his investment.he certainly does not seem to have helped the company or other shareholders with the timing of the exercise of the put.
interesting if one looks at the address of st peter port capital's london office,think it's city tower,level 2 etc etc.
can anyone find any reference historically of this deal with st peter port buying 25% of emerald with a put option reported to be at twice the amount invested? as i cannot it was apparently struck in may 2007 when the company had just raised £3.5m at 10p in a placing so why this deal and why a put at twice the invested amount....100% return in just over a year??? some explaining is urgently required.

WF please let me know when greensmith sold loads of shares as i cannot find reference to disposals only his purchases.

[psolomons] 13/7/2008 18:13

This is a very sorry tale indeed. The financial regulators should investigate because you simply cannot mislead shareholders in this way.
Of course there will be no investigation and PI's will pick up the tab as usual.

[sg31] 13/7/2008 15:39

I wonder what other great investment opportunities Greensmith is able to offer us.Please tell me Mr Greensmith I want some shares in your next venture.

Now don't all knock me down in your rush to invest.

[psolomons] 12/7/2008 21:30

I think you will find that greensmith is financially 'none the worse' after this fiasco. The primary lesson is Avoid AIM Stocks.

[the shuffle man] 11/7/2008 16:00

If the company was broke they would have to suspend the shares now.

Although no one believes in the directors there must be a chance they can sort these two problems out and that the current share price will look to cheap.

Im not selling, the current share price is like option money, lost so much might as well hold on. Havent got much to lose now :-(

[saddays] 11/7/2008 15:43

suspension monday.

[the shuffle man] 11/7/2008 10:33

The price has been knocked back far too much. If you just take the Canadian operations the current rating is 1 x ebitda.

If they can sort out the put problem the co is def worth more than the current price. There just seeems to be a big IF at the moment.

[etarip] 11/7/2008 10:30

If the company is insolvent then the directors would be taking a big personal risk. Therefor we may assume it is not yet. But there is in my opinion nothing left for the shareholders in any rescue.

[turbotrader2] 11/7/2008 09:35

please do not shoot me but apparently it may be done favourably according to a large investor I spoke to last night in desperation. Do not take this as true but it may have merit

Im not adding and dont expect anyone else to either

nuff said

[the surgeon] 11/7/2008 09:28

Do we know the name of the shareholder in Emerald Bio- Energy who has exercised the put option?

[the shuffle man] 11/7/2008 09:27

would be nice to know who the minority holder is

[john henry] 11/7/2008 09:25

TT2 yes it can by paying the 4M. Basically the Minority holder holds the key to the future of this company.

[the shuffle man] 11/7/2008 09:21

if it can then they are not bust

[turbotrader2] 11/7/2008 09:17

can this put option be sorted?

[antondickson] 11/7/2008 08:12

great another load of money down the pan