Raven Prop P Discussion Threads

[muzerewa] 18/3/2022 09:25

It all seems smoke and mirrors attempt to present to the world that RPG no longer owns the Russian assets, when actually nudge nudge wink wink it more or less still does. Not entirely clear over whose eyes the the charade is intended to pull the wool. RPG trying circumvent Western measures or Russian counter-measures or both?

Good point about stand-alone assets held in RPG accounts. No good reason why they can't straight away be paid out to the RAVP holders.

[keith95] 18/3/2022 09:13

dandigirl: "The piece I did not include was not relevant"

In your rather limited opinion.

This from your article:

"The plans mean Raven Property will effectively be left as a shell company, with any assessment of its value or that of its Russian business deemed to be ‘unfeasible217;"

We have already worked out, while:

"The sale, which will be for a ‘nominal cost’, and the de-listing are expected to be backed by major shareholders, which include asset managers Quilter and Schroders."

,, suggests equity holders will get something back - but not much,

[stemis] 18/3/2022 08:17

Post the transaction RPG should have no problem publishing accounts and I don't see why they should be qualified on going concern. The company will have net assets of up to £50m* plus investments in loans and preference shares in RRHCL against which it will provide. There's a 'possibility' (although not a certainty or necessarily a likelihood) that they will restart dividend payments to prefs as the cost is around £6.5m a quarter.

[* I qualify that with the fact that I haven't seen the holding company balance sheet and hopefully there will be more detail in the circular]

The purpose of the transaction is not, as some seem to think here, to give the assets away to management but to alter the legal ownership of the Russian assets whilst maintaing RAV shareholders interest in the income stream through it ownership of preference shares in RRHCL.

If there is any crumb of comfort for preference shareholders in all of this, it is the statement in the announcement

"Following the exercise of the put option RPG will hold the loan and preference share assets above along with any cash balances. Its principal commitment will be its own preference shares."

[keith95] 17/3/2022 22:25

dandigirl: "because it is clutching at straws"

Likely - but you can't negate someone else's comment by half quoting a part of an RNS that suits your beliefs - that's rubbish.

[williamcooper104] 17/3/2022 21:21

Eventually they have to produce accounts or have the company stuck off - but can go quite some time before having to do that Those accounts can be issued and signed of on a none going concern basis (I did that in the credit crunch)

[dandigirl] 17/3/2022 21:00

keith95: because it is clutching at straws, it isn't important to whether or not payment is received at the end of the month. Lots of things may happen after the end of the month. I would love them to pay but payment just isn't going to happen. What happens after that is in accordance with Pref terms if the company survives.

gfrae seems of the view that payment is likely to be received when likely it isn't.

You go on to make my point - accumulation after the event will more than likely will be worth diddly, so why do you try to make a point of it when there isn't one? Strewth. That's why I didn't think it needed adding. You can't have it both ways.

No, William, they don't have to produce accounts. It would be prudent to do so, especially if they wish to keep on the right side of regulators etc., but they don't have to. Much depends on their personal circumstances, motivation and future agendas. Much also depends on what shenanigans are going on behind the scenes.

To finish, frankly, I am surprised that the Pref is unlikely to be paid. Given who owns these Prefs, what better way to remove some cash from the company all legal and above board. There is a glimmer of hope but the pessimist in me is not expecting receipt.

[keith95] 17/3/2022 19:56

"supposed justification for de-listing"

Quilter have apparently written off their Raven investment ...

//portfolio-adviser.com/raven-property-to-de-list-after-russian-sanctions-make-it-impracticable-to-carry-on/

So the directors may get little opposition to the idea of delisting.

[williamcooper104] 17/3/2022 19:31

They'll still have to produce accounts even if de-listed

[williamcooper104] 17/3/2022 19:30

Yep - don't disagree - more saying that I would be very skeptical of any supposed justification for de-listing

[keith95] 17/3/2022 19:26

dandigirl:

RAV have informed at least twice: """it remains unlikely that the Company will pay the preference share coupon for the quarter ending 31 March 2022"""

any reason you missed out this part from your quote?

" and this will accumulate in accordance with the terms of the instrument. A further announcement will be made prior to the scheduled payment date."

Accumulating 12p a year is still zero if nothing is paid and the preference shares are rendered worthless ....

... but you are selectively editing the RNS.

[dandigirl] 17/3/2022 18:35

William: The directors do not wish to follow this route, do they? They do not intend to produce accounts, even heavily qualified.

[williamcooper104] 17/3/2022 18:21

Ditto - there's a big stink here

[williamcooper104] 17/3/2022 18:20

You can stay listed and produced accounts with no going concern/heavily caveated going concern opinion From memory Battersea Power station when it was listed and obviously bust did this

[dandigirl] 17/3/2022 18:15

gfrae;

You wrote: """The March coupon will be paid according to it's terms"""

RAV have informed at least twice: """it remains unlikely that the Company will pay the preference share coupon for the quarter ending 31 March 2022"""

You wrote: """Presumably shareholders can vote against delisting if they want, in which case there will be no put option to vote against""".

RAV informs: """The Directors have confirmed their support for the Transaction and the De-listings. The Company has discussed the De-listings in detail with its major shareholders and expects their support at the relevant meetings""".

Take a looksee at the major shareholders - ords and prefs - and it can be seen that this will be successful whatever the minority shareholders may want.

Moreover, RAV also inform """Shareholders should note that, if the de-listing of the ordinary shares proceeds, shareholders will not be able to vote on the exercise of the put option by the Company""".

One more thing, if RAV do not produce audited accounts, the shares would be suspended anyway. Producing unqualified audited accounts is impossible. I suggest that the directors would not be able to sign off a going concern statement.

Hope this helps.

[my retirement fund] 17/3/2022 15:13

Poor Kenny!

[purchaseatthetop] 17/3/2022 14:28

TBTT….happens when you actually have assets! And greedy management.

[gfrae] 17/3/2022 14:26

The put belongs to the company !
The company has been brought to this position by sanctions, exchange controls and their consequences........against whom would you litigate ?

[williamcooper104] 17/3/2022 13:57

Nominal consideration and de-listing the company Litigation equity?????

[waterfall city] 17/3/2022 13:53

I wonder if any income from the new to be issued prefs will go towards paying the existing pref coupon.

[gfrae] 17/3/2022 13:47

The management only get the company if RAV exercise the put. I would like to know the terms of the put.

[stemis] 17/3/2022 13:47

RPG will end up with preference shares in RRHCL of £678m so presumably if there is any value in RRHCL up to this level (which is more than the NAV of RPG pre sale) then it will accrue to RPG rather than the Russian shareholders?

Not sure why you think RPG will go bust?

[keith95] 17/3/2022 13:37

"and this will accumulate in accordance with the terms of the instrument."

.. but only while the company exists.

Selling the company for "nominal consideration" suggests to me that equity holders will be all but wiped out in name in favour of the Russian management team.


Once ownership is moved, "RPG will hold the loan and preference share assets above along with any cash balances"

.. so RPG can be allowed to go bust leaving lenders and preference share holders out of pocket, subject to any "cash balance".