Neometals Share Discussion Threads

[waldron] 15/9/2006 04:20

nice to see you around pc

enjoy your day


u2 wb

[pc4900074200] 15/9/2006 00:17

Where do I start?

There are two points that need to be looked at in greater detail?

There are a group of shareholders that hold 29.9% and have in effect
taken control of NMT and have held the reins for the last year knowing
that how they arrived in control may have been with-in the rules set-out,
but only by a technicality.

Present rules do not allow for all shareholders to be given the automatic
right of a proxy vote. Certificated shareholders have that right but others
that hold in different accounts have to request their voting right.

Interestingly, there are steps being taken to change the rules to make it
compulsory that all shareholders gain their voting right. If this had been
the case one year ago there may have been a different out-come to that
EGM vote. As it was, control was gained by a slim margin of only 2 to 3
Percent.

Regarding the 29.9% of shares.

It has been my understanding that to make an offer for the company the
Shareholder has to hold 30%+ of the total shares. In this case Volvere
hold 29.9%, under the required amount.

New directors.

Looking at the Companies Act 1985. [my copy]

Part. 1X. 291 Provisions governing appointment of Directors.

Section 1 states that it is the duty of every director who is by the companies
articles required to hold a specified share qualification, and who is not already qualified, to obtain his qualification within two months after his appointment.

I can find no RNS stating that NMT's new directors have bought their qualification.

There is no clarification as to if there is difference between a Director and Non-ex. but it does state in section 3 that the office of director is vacated if the director does not within 2 months from the date of his appointment.

Does the NMT articles state that directors hold shares? If so, and they do not hold their qualification and have been in office for over two months. They should vacate their positions. Also it would invalidate their agreeing to this take-over.

Does anyone know what the company articles say?

pc

[jordaggy] 14/9/2006 21:19

Good points pc big number, however I don't think we have any choice/chance about this !

[pc4900074200] 14/9/2006 18:30

Just a quick post as just arrived home and will need to
evaluate what has been said and what has transpired over
the last year.

An in-depth analysis will be posted later.

Point to remember here is that on taking over NMT
on 14th September 2005 Volvere were shouting the cry of

'Shareholder Value'

Remaining shareholders need to be reminded that the close
of day prices of NMT shares on that day were as follows?

Bid: 00:68p
Offer: 00:70p

Today we have Volvere shouting that their latest offer is a 20.5%
premium on yesterdays closing price.

Think!!!!!!

This is a 20% loss on the value of NMT's shares from when they
took control of NMT.

Using their expertise as Directors they have spent a year doing little
but devaluing the share by 40%+ and now they have the front to
offer a 1 / 3 share swoop to their company.

Having seen the treatment dealt out to NMT shareholders in Their
YEAR of office. What makes them think that we wish to become
Volvere shareholders only to be give more of the same treatment.

Will post again later.

pc

[woodoo] 14/9/2006 17:25

would be interesting to find out how much cash NMT had......if more than 5.3m then we have just been stung ( also the value of any patent rights etc )

[waldron] 14/9/2006 15:19

Volvere agrees to buy NMT Group for 5.3 mln stg in shares

LONDON (AFX) - Volvere PLC said it has agreed to buy the whole of investing
company NMT Group PLC for 5.3 mln stg in shares.
The company said it is offering NMT shareholders 1 new Volvere share for
every three NMT shares.
Based on Volvere's closing price yesterday of 182.5 pence per share, this
values each NMT share at 60.8 pence and the entire company at 5.3 mln stg.
Volvere, who already hold a 29.9 pct stake in NMT, said this represents
around a 20.5 pct premium on NMT's closing share price yesterday of 50.5 pence.
It said it has already had an undertaking to accept the offer from Wood Hall
Securities who hold around 16 pct of NMT shares.

[e-mail]
rar

[dell314] 14/9/2006 14:55

Isn't the offer at least 10% below last reported cash balance(Or have they spent a load since I last looked?)?
If so, the offer seems a bit of a p*sstake, IMHO?

Rgds
dell

[pachandl] 14/9/2006 14:49

Suckered to the end - so its 60p per share.

[lyndus] 14/9/2006 14:41

Few trades today has lifted the price.Welcome change .

[waldron] 11/9/2006 16:18

Calls for syringe group to be wound up




By Ken Symon



THE board of NMT, the former Livingston-based retractable syringe group, is expected to face shareholder anger over a perceived lack of progress at the company at its annual meeting tomorrow.
Some of the shareholders are considering submitting a complaint to the Financial Services Authority.

They argue that if there is a complete lack of progress then the company should be wound up and its funds – estimated to be about £6 million – should be returned to shareholders.

One of the critical shareholders, Jim Macdonald, said: "There is no indication of any progress whatsover in the last 12 months. That is the thing that has angered a lot of shareholders."

Macdonald, who formerly ran a marketing consultancy, had invested in NMT, once regarded as an exciting prospect, to help fund his retirement. But he said: "In the time I have been an investor the shares lost about 97% of their value."

He also expressed fears about the motivation of the group of activist investors who have taken over the company. They are chairman Lord Kalms, the former Dixons boss, and directors Jonathan and Nicholas Lander.

But Lex Gold, the Scottish Premier League chairman and former director of the Scottish Chambers of Commerce, who was appointed as a non-executive director of the company last October said: "The company, which was previously a manufacturing company, is being converted into an investment company."

He said: "The company once had what appeared to be a great product but it could not be sold and it burned through about £60m or £70m. There are a lot of disgruntled shareholders – I was appointed as a non-executive director after a very lively annual meeeting last year.

"We decided as a board to look carefully at our investment policy, which we have been working on for a few months. There are now a number of developments with regard to the company which I cannot talk about now but the latest position will be set out to shareholders at the annual meeting."

10 September 2006

[wild bill] 07/9/2006 08:57

I understand this all happens down the road at Thonon-les-Bains

[waldron] 05/9/2006 19:37

To WB and Pc

A friend of mine, who happens to be a Wild Life Expert explained why
his investments proved successful.

Buy Sheep and sell Deer.

[Abuse team] 03/9/2006 20:46

Post removed by ADVFN

[Abuse team] 03/9/2006 20:46

Post removed by ADVFN

[pc4900074200] 03/9/2006 20:37

biglosses

When holding shares in nominee or creste a/c it is down to the
shareholder to ask for all information. Yearly reports and proxy
forms HAVE to be requested from your broker.

Some brokers try to fob you off or drag their feet getting the
forms etc. It is your right to get the forms and they HAVE to
supply them.

If you wish to use your right and vote you need to ask NOW. It
can take the brokers time to get them.

You ask the broker, the broker then has to ask the company, then
there is the posting between them and then the post to you.

That's a lot of delay.

There are now less than two weeks till the AGM.

This is a rule that has been put to good use once by Volvere, don't
let them gain the advantage again this year.

IMHO with the way that the Directors have conducted business over
the last year they do not deserve to be re-elected.

Points to remember?

Letter of Intent. GONE!

Offer from ZIM. GONE!

Investment Company?

WHERE ARE THE INVESTMENTS???

'Shareholder Value'. [Volvere's words, not mine].

I will not say gone as it has never been there from the start.
The share price started to decline the day that they took over the
company and has re-tracked since. The only time that it did
recover was convenient for Volvere to take some fee's out of
NMT's bank account.

It then slid back down and has stayed there.

Remember that they only hold 29% there's another 70% out there
and if remaining shareholders use their vote, Volvere could be back
on the outside of NMT and the remaining directors could be running
the company for all shareholders and not just a few.

We may see some 'Shareholder Value' then?

It is imposable to think that by now there are shareholders out
there that are not aware of the position of their investment,
[larger losses that the previous year].

Also that they are pre-paired to sit back now and allow this
group of Directors to continue.

They could be for-given for believing that the 'Volvere Team'
were going to perform a 'turn-round' by replacing the previous
Directors. But that was a year ago.

One year on and what do we have to show for that?

NOTHING!!!!

A simple phone call is all it takes. Be firm with your broker, it
is your right to receive the proxy vote.

Use it.

As I have said in an earlier post, I would have been content to
Vote yes to all resolutions, but resolution 5 has put pay to that.

This is a consolidation from with-in. The company had a 100 / 1
consolidation a year and a half ago. Resulting in 7.8M shares
remaining.

What is to be gained by taking away another 3.5M?

The only gain will be made by the shareholder who holding the
lion's share of the remainder, and we know who that is!

Some will say that I am posting to my-self as this thread has
all-but died in the last year. But I post in the hope that other
shareholders do visit this BB and that this year they will show
what their own feeling are regarding how they have been
treated. Request their proxy form and vote at this years AGM.

biglosses, you never know. Vote and you may be able to change
your name to biggains.

pc

[ariane] 02/9/2006 15:33

it wasn't me who stole your mangoes

don't even like them

now if you said who stole me escargots

i'd have to say dar dem frogs

[biglosses] 02/9/2006 14:58

Haven't been following this one too closely but looks like, due to the inaction and lack of news from the company, we're being stitched up big time! Unfortunately I've got my certificates in a nominee a/c with Td Waterhouse. Should they be sending me the voting forms? Is anyone going to the AGM to demand an answer on what's going on?

[wild bill] 31/8/2006 14:46

Who stole our Mangoes?

[pc4900074200] 31/8/2006 10:38

How's this Bill?

We are coming close to the start of the second act [year] of the
pantomime being performed by our own 'Wolf's in Sheep Clothing'.

Last year instead of the call of 'He's behind you'.

We had the promising sound of 'Shareholder Value'.

Remaining shareholders can all see where that has taken us?

Any hope of recovery to NMT as a pharmaceuticals company was
removed within a short period of time.

The 'Letter of Intent', became just a letter to be disregarded to the
waste bin.

ZIM's pending offer fell to the wayside.

We were then told that NMT was to become an investment company.

The only investment that can be seen here in the months that followed
are the returns that some directors are getting for their own investment
in this company.

We do have one game being played-out here and that is a game
of yo-yo?

15% of the company has been sold then bought back by the majority
shareholder in this company, who just happen to be firmly sitting on
the board of director's, to be used as a battering ram to force through
resolutions at the AGM.

Detrimental, to the majority.

Beneficial, to the few.

'We will vote ourselves back onto the board'.

'We will pass a resolution that says that we will be able to 'buy-back'
up to 45% of shares in the company, enabling us to have a larger
majority stake-holding' without spending any of our own money'.

What a great idea! Don't invest in any thing other than our own
Company for as long as we can get away with it.

All legal, it must be, as they are implementing it.

The share price stagnates.

Small shareholders sell.

NMT buys up the shares.

I will not bore you with the buy / sold figures [ADVFN's] that I have
totalled, but there are already 10%+ of shares sitting with the market
makers waiting to be snapped-up.

All this and NMT have not made any investments on behalf of their shareholders.

Ethical? Well that's another story!

Any smoke or mirror's?

Not any in sight.

I wonder what this years rallying call will be?

They have used up the 'Shareholder Value' one.

Any offers?

pc

[wild bill] 29/8/2006 09:22

quiet in here

[wild bill] 22/8/2006 14:34

Shirt sleeves up lads!

[pc4900074200] 17/8/2006 13:16

They will be using Resolution 5 and NMT cash to take total control.

pc