Raven Prop P Discussion Threads

[keith95] 09/2/2023 17:25

Well 10p is 10p more than I was expecting.

Good news…

Short live Putin.

[dandigirl] 09/2/2023 17:17

Yes, a little bit of good news. Hopefully, there will be more to come.

Price of RAVP would have to rise a lot for us to be interested in selling.

[rahosi] 09/2/2023 17:04

hxxps://www.theravenpropertygroup.com/media/1623/20230209-announcement-pref-div-and-survey.pdf

Raven Property Group Limited 9 February 2022
Dear Shareholders,
As set out in our update of January 2023 the Company has been able to repatriate additional sterling funds from part of the proceeds from the sale of the interest rate caps in March 2022. We are pleased to note that the Board has recently agreed to make a one off payment of 3.45p per preference share relating to the 31 March 2022 preference dividend and the interest due on that dividend. Payment will be made on 15 February 2023 to preference shareholders on the register at 18 February 2022, being the original record date for the 31 March 2022 dividend.
This is an exceptional payment and does not indicate a return to timely payment of preference dividends.
Separately, we have been asked by various shareholders to try and generate liquidity in the Company’s ordinary and preference shares to allow people to sell a portion or all of their stakes.
Obviously, in light of the circumstances this is difficult.
We have the current matched bargain facility and have received a number of small offers, currently 10p for the preference shares and 5p for the ordinary shares, but at low volumes.
A small number of existing holders have said they may be willing to purchase more shares, however it is hard to persuade potential new investors to consider it without indications of a price at which shares may be available.
To try to address this and in an attempt to create better liquidity we will write to all shareholders on a quarterly basis stating what demand there is for either buying or selling each of the two share classes and at what price.
As noted above there are currently offers for the preference shares at 10p and the ordinary shares at 5p. Please could you advise if these offers are of interest for either all or some of your holding.
If these offers are not of interest please indicate on the attached form at what price you might buy or sell and the number of shares.
We can then look to build a book by presenting to new potential investors.
Thank you
Please return the attached form to Benn Garnham, Group Company Secretary, at [e-mail] indicating your views on liquidity and pricing.

[rahosi] 27/1/2023 11:28

The principal Shareholders info has been updated to 31/12/22

[flyfisher] 17/1/2023 17:29

Have these, or the ordinaries, actually traded under the company matched bargain facility.

[rahosi] 11/1/2023 14:57

Some extracts (There are financials as well)

Chairmans Letter
This is not the message I was planning to write a year ago, in January 2022. Events that were unimaginable then have overtaken us. It has been an extremely difficult time for the Board and employees of the Group since 24 February 2022 but that pales into insignificance compared to the plight of those suffering in Ukraine. We hope and pray for peace.
It is difficult to strike a balance between the positive position of the Group at 31 December 2021 and the events since. We deliberated on whether to issue our 2021 Annual Report within our original timetable but concluded it was the correct approach to delay issuing until we could fully explain to stakeholders the decisions made following the events in February 2022. The delay was then exacerbated by our auditors deliberating on their ability to continue to act due to sanctions. What follows will cover the results and achievements in the year to 31 December 2021, some of which may now seem irrelevant but it does allow us to demonstrate the foundations on which we are building an opportunity to secure value for all of our shareholders and employees in the future.
Following the various post balance sheet events which are described in Glyn’s Chief Executive’s Report, Raven Property Group Limited (“RPG”) is no longer a listed entity and has restructured its underlying investment in the Russian property business, now holding non-voting preference shares and two residual loans in the Russian group.
The narrative that follows does not form part of the financial statements as would have been the case when we were a listed entity but we have included what we believe are the salient points that we need to communicate to stakeholders in the following pages.
The Russian business will continue. We assume tenants will continue to meet their obligations, as indeed they have done to date and the Russian asset owning companies will continue to honour their own obligations, principally secured bank debt service.
Assessment of the Company’s ability to access funds through its preference share holding and the loans remains uncertain. However, it is clear that in doing so, RPG will not be breaching any sanctions or capital control restrictions and it is now a matter of engaging with counterparties who are willing to accept those funds from the Russian business on our behalf. Since the sale of the Russian business on 14 July 2022 the Board has made positive progress in this regard. There is still some work to do and it is open to the ever deteriorating political situation, but the executives are determined to secure fund flows and ultimately, value for our shareholders wherever possible. The executives will also advise the Russian management, within the framework of sanctions, on the ongoing underlying business in their role as continuing stakeholders.
The delisting of the Company means that a number of costs and listing requirements have dropped away. The executives are aware that the shareholder register has not changed and that an appropriate element of corporate governance oversight will need to continue. With that in mind, the non-executive component of the Board will be reduced to two members, Michael Hough taking the role of non-executive chairman and David Moore continuing as a non-executive director. Russell Field, Phillip Swire and Lysa Hardy have stepped down from the Board as I will following the issue of this update.
For my part, I have thoroughly enjoyed my time as non-executive chairman. It has never been dull. I do feel sorry for Russell, Phillip and Lysa who had all only recently joined the Board and did not have the opportunity to see the business develop as we all wished. They have all been extremely supportive, given these difficult times and extremely gracious in agreeing to step down.
I will leave Glyn to steer you through what the Board has achieved, both in 2021 and in 2022 and I wish the Board and all stakeholders the best of luck in the future.
Sir Richard Jewson - Chairman

Raven Property Group today
The management team is focussing all of their efforts on protecting and preserving the value of the Company’s investment and ultimately returning to paying dividends to shareholders.
It is about as difficult and complicated an endeavour as one can imagine. Alongside tenant negotiations, the volatile economic cycles, interest rate and currency management in the last ten months we have had to and continue to deal with sanctions, counter sanctions and the reluctance of many counterparties to deal with us at all, even after we have divested the Russian business.
This requires us to be nimble and entrepreneurial in solving the problems we face or anticipate facing. That cannot work as a public company.
We have been dealing with external shareholders for many years and understand our responsibilities and our approach to governance through direct discussions with the Group’s major shareholders will continue.
All of this is in addition to the personal issue of explaining to friends, family, professionals and banks why we are continuing. Unlike most Brits we know Russia extremely well and have many friends both Russian and Ukrainian which makes the situation still more difficult for us.
None of this will let our commitment falter. We are doing our best for shareholders in an exceptionally tricky environment.
Funds held in the Company allow us to support the business for at least four years without any income being accessed from our investments. We are also currently formulating new five year remuneration arrangements which have been agreed with the Group’s larger shareholders and reflect our new structure and objectives. Alongside retention incentives they will focus on rewards linked to cash distributions to shareholders and any potential capital event.
We are grateful for shareholder support on the ownership restructuring and article changes approved at the recent AGM which will undoubtedly protect value.
Currently the Russian operations are profitable and cash generative. All banking obligations are being met and a surplus is being generated.
As yet this surplus is not available to shareholders as the Russian business and the Company both have to navigate the fear of sanctions and Russian capital controls. However we hope to find a solution and in the meantime that surplus will build up and potentially pay debt down on an accelerated basis. Currently, a significant amount of work is being undertaken by Prestino to re-domicile its Cypriot entities to the United Arab Emirates. If successful, this will potentially improve RPG’s access to cash flows. We will assess if the re-domiciliation of RPG also improves the situation.
Prior to the sale of the business to the Russian management we ring fenced funds in Cyprus and Guernsey to meet medium term needs and we generated significant funds in RRHCL by the timely liquidation of interest rate caps when the Central Bank rate stood at 20%. It is 7.5% at the time of writing.
Just prior to the end of 2022, we were successful in repatriating £8.3 million of those funds to RPG, equating to the value of the caps which matured in 2022. The Board is now considering utilising a portion of these funds as a special dividend for the preference shares, covering the interest accruing on the suspended coupon and part of the March 2022 coupon due.
As these funds were generated in the EU and approved by the German regulator, supporting the source of funds for repatriation was somewhat simpler for the receiving bank but was still a drawn out process. We have not tested repatriation of funds generated in Russia as yet and will not do so until the re-domiciliation process being undertaken by Prestino is completed. The approach of western banks and legislative changes in Russia continue to make the financial environment highly volatile.
The current strategy is to maintain the Company operationally for at least the next 4 years (or for so long as funds allow) to allow geopolitical events to stabilise and work their way out in order to enable the management to negotiate a capital event for the benefit of shareholders should the opportunity arise during that period. To the extent that the Company is able to repatriate funds from Russia in excess of its foreseeable needs, the intention would be to resume distributions, to the limited extent possible, for preference shareholders, reducing the arrears currently accumulating on those shares.
It’s been a torrid and stressful time for all involved with Raven but I would like to thank the retiring non-executive directors for their cool heads and wise counsel, particularly Sir Richard who has simply been the best Chairman the Group could have hoped for. So far as advisers are concerned, they showed their true colours and to those that stepped up to help us protect shareholder value and provided vital and valuable advice we thank you. No comment is necessary on those that didn’t.
Glyn Hirsch, Chief Executive Officer

Warehouse investment portfolio
Preliminary results for 2022 reflect an average occupancy in the year of 96%, beginning 2022 at 97% and ending at 96%. There were 281,000sqm of lease renewals and renegotiations, 197,000sqm of tenants’ vacating, 66,000sqm of existing tenant expansion and 112,000sqm of new lettings in the year. There was also full rent recovery in the year.

Market
2022 started strongly with a number of deals signed at very good rent levels over R6,000 per sqm. However, since 24th February 2022, occupational demand has decreased as would be expected in the circumstances. A similar picture has emerged from the construction and development supply side and as a result there has not been a significant step up in market vacancy, although some existing space is now being offered for sublease. Agents estimate vacancy increasing to 5-6% as at 31 December 2022. Rents are likely to pull back to the R5,500 per sqm level. At that level, construction of new warehousing is simply unprofitable and this will likely mean vacancy does not fall further and rents should bottom out reasonably quickly at that level subject to any more significant economic or political shocks. Not surprisingly the investment market in 2022 was very quiet, with both buyers and sellers struggling to understand where yields may have moved to. The levelling off of the CBR key rate should mean yields stabilise, but predicting that level is still difficult today.

[rahosi] 11/1/2023 14:45

Lengthy pdf update on the company website

[stemis] 09/1/2023 19:24

True, I'll change it

[dandigirl] 09/1/2023 19:19

31.12.21. not 22.

[stemis] 05/1/2023 12:28

As far as I can see the £333.78m net assets of the group, at 31.12.21, have now been replaced by £712m investment in the 10% preference shares of RRHCL and £43m + Rub 1,065m loans to RRHCL, plus any assets and liabilities of the holding company (whatever they are). Notionally that should lead to a sizeable 'gain' in the accounts, although that depends on how RAV value these assets.

Notionally, again, the dividend receivable on the preference shares (£71.2m) and the interest on the loans, should easily cover the RAV preference share dividend of ~£26m which by now is accruing interest at 20% per annum.

The ultimate payment here however depends on the underlying health of the Russian property JVs (where presumably any cash is piling up) and the unblocking of payments from sanctioned Russia.

So far we have missed 4 quarterly dividends i.e 12p/share and interest on that is around 0.7p.

[rahosi] 05/1/2023 11:43

The 2021 Annual Report is also now available on the website


Profit / (loss) for the year
2021-£105M
2020-£(14M)

Total comprehensive income for the year, net of tax
2021-£111M
2020-£(160M)

[drradcliffe] 25/11/2022 11:51

Yes, I'm one of those. I even bought more during the last few days of trading.

[renewed1] 25/11/2022 11:07

Not happy....but dont want to give them away!!!!

[drradcliffe] 25/11/2022 09:39

I think most people seem happy to hang on to them.

[stemis] 25/11/2022 07:47

The last time they mentioned it I seem to recall there hadn't been a single transaction.

[zangdook] 25/11/2022 03:46

Anyone wanting to sell (or buy) should try the company's matched bargain facility first. I don't know if it's seeing much activity but it's got to be better than mrf trying to rip people off.

[tunley] 24/11/2022 23:11

Grief! that is a cheeky offer. In case anyone is that desperate I'll offer 2.5, but feel like a spiv doing it!

[my retirement fund] 24/11/2022 21:38

If anyone is interested in selling their holdings pm me as I can offer 2p and am looking for 200,000.

[gfrae] 09/11/2022 09:02

Interesting, I hope, over time that solutions are found that are beneficial to all concerned.

[stemis] 08/11/2022 21:36

Interesting news in the FT today

PWC breakaway in Cyprus
A group of partners has launched a split-off firm to take on work from Russian-linked clients that the Big Four accountant will no longer touch

[zangdook] 21/10/2022 16:04

I wondered if any of that was new, but there's a virtually identical provision in the pre-amendment Articles (I have a copy dated 2009).

[stemis] 21/10/2022 15:43

I think the reality (IMO anyway) is that the preference share holders effectively own whatever economic interest there is in the properties, however it eventually comes to us. I doubt there'll be anything for ordinary shareholders. We are, to all intents and purposes, the shareholders.