Kazera Global Share Discussion Threads

[dead duck resources] 27/12/2023 21:38

Research so far. Behind AMS (previous owner of Vast Mineral Sands) is Singapore entity Consolidated Resources which has backed several UK and ASX junior miners (one of which Stratmin Global became Tectonic Gold and then acquired the Vast Mineral Sands license). Consolidated's named representative then was the Premraj fellow from Melbourne who may be a nominee owner rather than beneficial owner.

Penny dreadful Vast Resources plc (contender for worst-performing junior miner on AIM) was founded as African CONSOLIDATED Resources, so it's not just a same 'first' name ;)

[outspan] 27/12/2023 20:16

How very patronising. If only I wasn't blinded by being invested, just imagine how clear things would become. Oh dear, I must remove my blinkers and wise up, be more clever like DDS!

Not hot on any speculation, positive or negative, definitely not hot on mischievous innuendo.

No possibility, tick. Don't do blind faith. Whatever digging you do into AMS/Vast Mineral Sands PTE will not turn up a connection with Vast Resources. Why would it? Oh, I get it, same first name, oh wow, now that's what I call research!

Investigate all you like. Whatever you turn up and wax cynically about next, you don't seem to get the arm's-length disconnect between AMS and the KZG Board running the show, major shareholder or not. KZG played no part in a deal between two private parties, no shares were issued, no money was received by KZG, only by the seller of the shares. The Company cannot control who buys its shares in the market, a fact which I'm sure you know very well so the larger question is why you're so bothered.

So, like TBTT, you may have the time to waste on cynicism but I don't so I too will ignore your posts from here on.

Happy New Year all. DYOR.

[dead duck resources] 27/12/2023 17:37

outspan, is it these posts being speculative that you don't like, or more that they're critical of a company you've invested in? I expect you're ok with positive speculation.

In the example of a possible link between the founder of penny dreadful Vast Resources and new investor AMS (Vast Mineral Sands) if I had demonstrated there was a connection, that post therefore having substance, you'd simply come out with the defence that AMS' past record of failed investments doesn't mean anything or will be different this time.

Nobody can tell you there's a connection between Vast Mineral Sands and Vast Resources because there isn't one

No possibility? What makes you so certain, blind faith? DDR's hunches are pretty good. I'll do some digging into AMS/Vast and see how much unravels here pulling that string.

[outspan] 27/12/2023 17:16

The Sands Worth Billions: How Mining Companies Are Reshaping South Africa’s West Coast

High stakes: The ‘gold fever’ of mineral sands

Whale Head is on the map!

[outspan] 27/12/2023 17:05

Innuendo, innuendo, innuendo, does DDR ever deal in substance? The deal was a Put Option @ 1.5p between two private shareholders, nothing to do with the Company, no new shares were issued.

Nobody can tell you that there's a connection between Vast Mineral Sands Ltd and Vast Resources because there isn't one so it can only be monkey business that would make you make such a mischievous suggestion.

Funny what you say about AMS/Vast Mineral Sands. Why not also point out that Vast Mineral Sands are or were active in the same Alexkor/Alexander Bay area as Deep Blue (diamonds) and Whale Head (HMS).

Now AMS plonks £4.2m real money into KZG shares. Don't know about anybody else but it tells me they know the area, they know the HMS opportunity, they know the Company about to exploit it and there's no other logic than to believe they see a substantial profit even buying in at 1.5p. What else would make sense? DYOR.

[dead duck resources] 27/12/2023 15:10

No problem, hopefully others will find some nuggets of info in DDRs worthless posts.
I won't go as far as you did on Mirriad and say I'm convinced it's an outright scam
but I do have doubts the company is being frank and honest about the 'new' investor.

All we know is 'Prem' Premraj is CEO or represents them (i.e. gets a fee for acting
on the owner's behalf) and Kazera neglected to mention AMS used to own Vast Mineral
Sands Pty Ltd. Odd not to be upfront about that. Is there a clue in the name 'Vast'...
Don't tell me we've gotten into bed with the folks behind -99.99%'er Vast Resources!

[tigerbythetail] 26/12/2023 19:33

Hi DeadDuckResources - I know the law in this field and you clearly don't. Honestly held opinion isn't libel, a direct accusation of criminality (which you made) very much is. (Unless you can prove it is factually correct, of course, which I very doubt you can!).
Anyway, the best of luck to you. But I think pretty much everything you write is worthless cheap cynicism seasoned with a grudge so I'll ignore your posts from here on.

[dead duck resources] 26/12/2023 14:12

TigerByTheTail, I've not accused anyone of fraud, Align Research is just T1ps with a more entrepreneurial owner, Kazera Global and Tectonic Gold your typical penny stock promotes that vend in worthless mining ventures, often acquired from associates. The past management get the credit for the one being sold here, current management to be assessed on how they spend it. Looks like it's going on the beachcombing project and another venture the 'new' investor brings in. Let's see how that goes...

As an example of posts making accusations of fraud, you may like to review your own

on Hummingbird Resources
22 Dec 2023 - 10:55 - 12904
I have my doubts that the company is being fully frank and honest…
I have a hunch there is a problem with the reported mineral reserve.
on Horizonte Minerals
02 Oct 2023 - 14:19 - 13410
I do wonder whether actual fraud will be uncovered further down the line.
on Mirriad Avertising
28 Sep 2023 - 17:12 - 3383
More and more convinced this is an outright scam.

[al101uk] 25/12/2023 00:19

"Both acquirer and company gain advantage by overstating the price paid as it inflates perceived market value. The share agreement could have been the lower of 1.5p or VWAP which also gives Align an incentive to fluff up their reported price to help the VWAP. Seen it before and the opaqueness behind the acquirer implies a dodgy background imho."

This makes no sense.

How is Align advantaged?

Why do you think someone buying 26% of a thinly traded company would only have to pay some variation of the VWAP in the open market?

As I've said countless times before, the share price of some small cap AIM companies can be moved by a single PI buying/dumping £5K of shares, liquidity is a thing.

[al101uk] 25/12/2023 00:16

I know what a put option is. I was asking what purpose it could serve in deceiving investors as to the actual price paid? And how that could benefit both buyer and seller?

There have been lots of posts here saying that something nefarious could be going on and pointing at the put options as a smoking gun, but I haven't seen an explanation as to what that smoking gun represents.

If that's too complex a question to answer here, then I guess we're left with "this looks bad... trust me guv."

I would assume that Align have/had a put option with AMS as the counterparty which forms a contractual requirement for the shares to be bought at the price agreed.

Implied pricing is usually the result of a farm in to an asset where there is no market value for that asset.

Company A with a market cap of £10 million, sells 10% of an asset it owns for £2 million giving the assset an implied valuation of £20 million. Company A still has it's market price and there could be any number of reasons for that.

In the case of Stratmin that's exactly what happened and the call option was granted because the purchase of an additional share was at Stratmins discretion. I don't see anything wrong with the structure of the deal.

Not sure there is any point in people crying foul and then claiming it's too complicated when someone asks them to explain why.

[outspan] 24/12/2023 23:08

First para re voting rights - because that was the terms of the Put Option, just as the price was set @ 1.5p, both may be equally incredulous to some but apparently not to AMS in order to get 280m/29.9% (as originally stated) that they most certainly could not have bought in the market for that price.

That's the real debating point here. People with £4.2m tend not to be stupid. I would say they are also likely not to have charity in mind and would invest expecting to grow their investment by several fold.

The RNS statement re the AMS stake was released on 14/12 re 250m/26.69% shares. The figures were correct at the time. However, I would say Thursday's action/notified Friday by Align/Spreadex is likely to be also linked to the AMS purchase, not least because Align's TR1 says so, just as did their previous one on 8/12. Both say:

"Completion on Put Option execution of share sale to African Mineral Sands Pte at 1.5 pence per share from Catalyse Capital Ltd (formerly Align Research Investments Ltd) & RS & CA Jennings"

If I was to guess, I'd say look out now for a further TR1 from AMS taking them to the originally agreed total of 280m/29.9%. TR1s are very often submitted some time later than actual events, witness 8/12 Align;13/12 for AMS re the 250m at that time.

If it turns out to be the case in due course that Friday's further 30m now rests in the hands of AMS, it also takes care of why AMS would not be buying in the market i.e. their expectation of becoming a 29.9% holder throughout 2023 would preclude them from taking a greater stake without triggering other events under the rules.

Best not to come to conclusions too soon where TR1s are concerned. Let's see. As for AMS's motives, well, it's very hard to see any negative! I doubt they're a registered charity! 2024 has obvious potential to be very different around these parts. DYOR.

[dead duck resources] 24/12/2023 19:43

And yet there are questions

- the 2022 Report said; "purchase will take place in a series of tranches over 2023
with all voting rights passed to AMS on payment of the 1st tranche" (which was 30m).
Is it normal for a put option to result in voting rights? The confusion continued;

first tranche RNS; 'Transfer of further 250m voting rights to pass on next tranche"
June Holdings RNS 'voting rights for the collective full holding now passed to AMS"
but according to TR1s no voting rights passed to the buyer on unexercised tranches.

- AMS said they have now 'concluded the purchase' at 250m and the Company announced
AMS have completed its acquisition, with both acknowledging their equity percentage.
However at that time Align still had 30m left of the 280m that was to be transferred
when the annual report called it an agreement to acquire Align's entire shareholding
but they fell just short. Maybe AMS felt 250m was sufficient or capital was limited.
If the deal allowed only a portion of Align's holding to be acquired, this begs the
question why none were bought in-market. Are we to believe AMS turned their nose up
at the sub-0.6p available (which if buying in size/driving up the share price would
have benefitted its holding) instead paying 1.5p for every share off-market to line
the pockets of an outgoing investor? Tis season to be charitable but it's quite odd.

[outspan] 24/12/2023 16:20

In the simplest of terms:

"A put option is a contract that gives its holder the right to sell a set number of equity shares at a set price, called the strike price, before a certain expiration date. If the option is exercised, the writer of the option contract is obligated to purchase the shares from the option holder."

In this case Align was the holder with the right to exercise by 31 Dec 23, AMS was the "writer".

The statement on the first tranche TR1 (RNS 29 Mar 23 refers) read as follows:

"Transfer of 30m shares to African Mineral Sands Pte at 1.5 pence per share from Catalyse Capital Ltd (formerly Align Research Investments Ltd). Obligation pursuant to a certain Put option to acquire a further 250m shares at 1.5pence per share. Transfer of voting rights over the 250m shares passing on next option tranche completion"

As RJ has since stated in a couple of places when completion was being questioned, his deal was a Put Option and was "watertight".

No scope for conspiracy theories on this one. AMS paid 1.5p for a near 30% stake, no question!

[al101uk] 24/12/2023 13:03

Can soneome explain the mechanics of the put option and how it creates an implied price for shares purchased?

Something I've never been aware of.

[outspan] 24/12/2023 01:21

It's true, a company issuing shares at an implied price happens all the time but is totally different from a private share deal between two parties at an ACTUAL price which, as it happens in this case, has also been laid out in published terms that Nomads would have had to verify and approve before release.

This was actual money changing hands at the agreed price, as I'm sure RJ would be happy to confirm if asked. What else are we to believe? That he parted with his 280m shares for diddly? Yeah, right, not the RJ I know!

[dead duck resources] 23/12/2023 22:18

TigerByTheTail, speculation only but I will try to speculate less if it was upsetting. Just to add, it's a small step for DDR to pose a question if stock was transferred at
an implied premium, a giant leap to say it's an accusation of 'a criminal conspiracy'. Lots of deals are done at a deemed share price or implied premium.

One such example from Stratmin Global which at the time had Mr Premraj as a director;

"This transaction to fund the group with investment at a substantial implied premium"


That deal a farm-out of their mine to a company where Mr Premraj was also a director.

Merry Christmas all

[drradcliffe] 23/12/2023 22:18

Of course they do.

[tigerbythetail] 23/12/2023 19:47

DeadDuckResources - your posts are not only absurd but likely libellous, so you might wish to delete them. You are openly accusing Align, AMS, and their brokers etc. of forming a criminal conspiracy to deceive the market. Have you got proof to back that ridiculous accusation up?
Yes, I thought not. You'd better hope that nobody directly involved reads these boards.

[drradcliffe] 23/12/2023 15:30

Let's hope things work out for Prem Premraj and his family at KZG. Everything to play for in this case. Have a Happy Christmas DDR.

[dead duck resources] 23/12/2023 15:22

We know it was a put option for 1.5p, what we don't know is any deal under the table.
Also a 30m trade was late reported Dec 22nd repriced at 0.525p which is more like it.

Previous stocks this Premraj has invested in were truly dire. This time it's different?

Stratmin Global; shares acquired by Premraj from TW's T1ps (not dissimilar to Align)
Beacon Hill Resources
Global Gold Corp (OTC)
to name a few of the penny dreadfuls...

[drradcliffe] 23/12/2023 15:08

Catalyse Capital & related parties Spreadex position closed 21st Dec at 1.5p, so real money changed hands.

21-Dec-23 14:37:13 0.589 142,833 Buy* 0.50 0.60 841.29 O
21-Dec-23 12:43:00 1.50 30,000,000 Unknown* 0.50 0.60 450.00k O
21-Dec-23 14:31:35 0.60 3,166 Buy* 0.50 0.60 19.00 O
21-Dec-23 14:31:20 0.55 108,009 Buy* 0.50 0.55 594.05 O
21-Dec-23 12:43:00 1.50 -30,000,000 Unknown* 0.50 0.55 -450.00k O
21-Dec-23 12:43:00 1.50 30,000,000 Unknown* 0.50 0.55 450.00k O
21-Dec-23 12:43:00 1.50 -30,000,000 Unknown* 0.50 0.55 -450.00k O
21-Dec-23 12:43:00 1.50 30,000,000 Unknown* 0.50 0.55 450.00k O

[drradcliffe] 23/12/2023 14:38

The RNS on 14/12/23 actually said this of course:

Prem Premraj, CEO of African Mineral Sands added: "Whilst it has taken longer than expected to complete the share purchase, we are delighted to now own 26.69% of Kazera.



"Having previously agreed to pay 1.5 pence per share we were happy to conclude the purchase at that price as the opportunity Kazera offers is considerable. We believe that we can use our contacts and connections to build on the current assets and support the management team to create a highly successful company.



"We look forward to working with Dennis and his team and to a very exciting future as Kazera's largest shareholder."

[dead duck resources] 23/12/2023 14:06

29.9% exchanged hands at a supposed premium ('1.5p' put option concluded says Mr Prem Premraj, CEO of the opaque Singapore SPV taking the shares)

Both acquirer and company gain advantage by overstating the price paid as it inflates perceived market value. The share agreement could have been the lower of 1.5p or VWAP
which also gives seller an incentive to fluff up the reported price to help the VWAP.
Seen it before and the opaqueness behind the acquirer implies a dodgy background imho.

[penrith] 23/12/2023 10:56

I would sooner have anyone in preference to Align. Less than 2 years ago they were forecasting 4.5p. Good riddance to them . Crooks.