Scirocco Energy Share Discussion Threads

[haggismchaggis] 31/8/2022 16:14

SCIR MCap just GBP2.1m. Looks like a half chance of a recovery play now, based on:"We now expect a swift completion of the deal, providing Scirocco with clarity on its ability to move forward as a well-funded, strategically focused company with a clear vision to deliver sustainable long-term value for the Company's shareholders through investments in sustainable energy and the circular economy."

[ant15] 18/8/2022 18:18

Still worth a punt and cheap as chips if AEX comes in!

[barony] 18/8/2022 13:33

Markettimer, why get in touch with whomever “bigdoubleR21; is?

[knightrider69] 16/8/2022 17:29

Someone boot that Chairman off now. And that hopeless CEO. Good riddance to both of them

[markettimer] 04/8/2022 19:03

Just a reminder that if anyone who is a shareholder has not been in touch with bigdouble then would you kindly do so using [e-mail]

Any new members of advfn who are SCIR shareholders are also welcome!

mt

[barony] 01/8/2022 09:17

What happens if TPC or Ara say they want it and offer more? Assuming we can say no if they offer less.

[knightrider69] 21/7/2022 14:56

A bunch of jocks, Fatzpatrick, Ferguson and reynolds have let this company be milked dry. Absolute disaster. All the time prancing on about "world class practices". Complete nonsense

[soggy1] 21/7/2022 09:46

Unfortunately when people invest in these types of shares and the value starts to dwindle...the natural thing they do is hold on to that loss expecting a miraculous turnaround in the fortunes of the company. In my experience this never happens as the company continues to dilute to oblivion and then consolidate and dilute to oblivion in a continuous loop. Change directorship to their mates and dilute yet again. There is no shareholder value whatsoever with these types of aim companies. It's a bank account for the directors of these "businesses".

[1bonanza] 21/7/2022 08:01

Absolute scandal

[paulhgreen] 20/7/2022 18:03

Lost over 70k here to a load of crooks

[soggy1] 20/7/2022 15:56

Same position and totally agree!

[simon8] 20/7/2022 11:24

Unfortunately regardless of the good forensic work this company is going to continue to be milked for all its worth and the cash generated from the sale will all be milked away with no value for shareholders...this is the ever repeating story, lost a packet here since the bad old Ritson days, I thought it might be salvageable but clearly not... one of the worst examples of AIM registered companies, merely a payroll vessel for directors and hangers on.

[soggy1] 19/7/2022 19:45

Good forensic accountancy work.

[knightrider69] 14/7/2022 16:15

Here it isEXPOSE: Scirocco Energy – Gneiss Work If You Can Get It, Part TwoBy Nigel Somerville, the Deputy Sheriff of AIM | Sunday 10 July 2022Disclosure: I have no positions in any stocks mentioned, and no plans to initiate any positions within the next 72 hours. I wrote this article myself, and it expresses my own opinions. I am not receiving compensation for it (other than from ShareProphets). I have no business relationship with any company whose stock is mentioned in this article.I have been peering into the world of AIM-listed Scirocco Energy (SCIR) – formerly Solo Oil (SOLO) – and the fruits of its relationship with Gneiss Energy (run by Jon Fitzpatrick). In part one I looked at the deal to sell off the now non-core asset of Ruvuma in Tanzania and wondered what shareholders had to gain from the deal. But there is another deal which smells all wrong to me.I mentioned in part one that Gneiss/Jon Fitzpatrrick had made £2.1 million out of the relationship between 2017 and 2021. That's a pretty hefty payment for a company with a current market capitalisation of £3 million – made all the worse by the fact that the share price has declined by some 83% since the start of 2017 (after one takes a 20-1 consolidation into account).But now I want to take a peek at another deal: the £1.2 million investment into Energy Acquisitions Group Ltd (EAG) as part of a new investment strategy to invest in sustainable energy and "circular economy" (whatever that is), as approved at the 2021 AGM on 9 July. Part of the AGM dealings was to do with a reorganisation of the Board, when Gneiss boss Jon Fitzpatrick stood down as a NED – so he's hardly an independent voice – but ties remained as the relationship with Gneiss carried on.The deal was completed as announced on 25 August 2021, when we were told:· Scirocco Energy has completed its £1.2m investment into EAG and subsequently owns 50% of EAG (https://www.energy-acquisitions.com/)· EAG will use the funds to acquire 100% of Greenan Generation Limited (GGL) and its 0.5MWe Anaerobic Digestion (AD) plant in Northern Ireland· GGL is a cash generative, operational AD plant which the EAG team believe can be optimised to enhance EBITDA margins and free cash flow· EAG anticipates initial annual turnover of c. £1.1m from GGL· The investment into EAG has been funded by cash on the balance sheet and the EAG team has identified further opportunities to invest in a pipeline of AD plants in the UK totalling c. £30 million in value· This aligns with the new strategy, approved by Scirocco Energy's shareholders on 9 July 2021, to deliver value through acquisitions in the European sustainable energy and circular economy markets· As part of this transaction, Scirocco Directors, Tom Reynolds and Muir Miller, will join the board of EAGWell that all sounds fine and dandy: EAG is to be handed £1.2 million which will presumably be spent on acquiring Greenan Generation Ltd (GGL), which was expected to have initial turnover of £1.1 million and there are other deals in the offing. For its £1.2 million, Scirocco got 50% of EAG. Splendid.Or was it? For a trip to Companies House tells a rather different story. For a start, Scirocco's investment into EAG was in the form of a £1.2 million loan, via 100%-owned Scirocco Energy (UK) Limited, as detailed in Scirocco's FY21 Annual Report (see the Strategic Report). There we are told that the £1.2 million investmentwas be used by EAG to acquire 100% of Greenan Generation Limited ("GGL") and associated 0.5 MWe Anaerobic Digestion plant located in County Londonderry, Northern IrelandSo did EAG get the whole of GGL, funded 100% by Scirocco but which only resulted in Scirocco having a 50% interest?The RNS released by Scirocco on 25 August 2021 states Scirocco Energy has completed its £1.2m investment into EAG and subsequently owns 50% of EAG, which to this "reasonable investor" might lead me to conclude that Scirocco had bought 50% of EAG for £1.2 million. But the Confirmation Statement for EAG, released by Companies House on 9 November 2021 and dated 28 August 2021 (so after the completion RNS of 25 August 2021) shows that Scirocco Energy (UK) Ltd only held 100 A Ordinary Shares of £1 each, for which it paid £1 each, according to the share allotment filing dated 24 August 2021. So where did the rest of the £1.2 million go?According to Scirocco's FY21 Annual Report (see Note 22), the Group lent EAG £1.2 million, and the parent company lent Scirocco Energy (UK) - a 100% owned subsidiary - £1.2 million. On both transactions, £44,000 of interest was payable, which leads me to the conclusion that the loan was made via the subsidiary – with the subsidiary ending up with £100 worth of shares in EAG (50% of the equity).That appears to be clear enough to me: Scirocco bought half of EAG for £100 and lent it £1.2 million. Not that this was made clear in the announcing RNS! What happened next is, however, a bit of a mystery.Whilst we have been told that EAG acquired the whole of GGL, we are not told how much was paid and to whom. According to Companies House, the last results for GGL were for the year to Mar 2020 (in which we see that net assets were MINUS £253,961 and net current assets were just £17,480, with creditors falling due after more than one year of £1.97 million). The paid up share capital was just £90 and there was no share premium account. So how much did EAG pay for the 100% ownership of GGL? Sadly, the Confirmation Statement dated February 2022 shows no updates to the share register, so we don't know. Nor is there any sign of the issuance of new shares by GGL.But I do note that EAG mortgaged its shares in GGL to KKV Secured Loan Fund Limited (based in Guernsey), although I couldn't find how much for. Might it be possible that the monies due from GGL after more than one year was covered (at least in part) by this? Might it have been backed up by some of the £1.2 million paid out? I have no idea.What I do know is that paying £1.2 million for a 50% interest in a company, when it looks to me as though the £1.2 million was used to acquire the whole thing, does not makes sense to me. Surely Scirocco could have just bought the whole of GGL for itself. Is that really looking after shareholders' best interests?Was this deal also the fruit of the relationship with Gneiss? Yes. And I note that during 2021 payments to Gneiss by Sirocco totalled a very tasty £606,000, up from £225,000 during 2020. How much of that came from the £1.2 million invested/lent by Scirocco into EAG?Truly Gneiss work!

[knightrider69] 14/7/2022 15:56

All of this gneiss fees been happening under CEO reynolds watch! He has gotta go now plus the clown chairman

[markettimer] 10/7/2022 13:46

For anyone who is not a member of the Scirocco Energy PLC action group I would recommend joining by emailing biddouble using [e-mail]

As the saying goes "There is strength in numbers!"

mt

[markettimer] 10/7/2022 12:32

For anyone who is not a member of London South East bigdouble kindly posted the following link on share prophets

hxxp:///views/63125/expose-scirocco-energy-gneiss-work-if-you-can-get-it-part-one

You have to pay a monthly subscription fee to read the whole article which has a punch line of "Gneiss work if you can get it!" part one!

You can read part of the article though for free!

mt

[soggy1] 07/7/2022 09:40

Re: J Fitzpatrick Nice to earn that sort of money for not doing much. Wonder what other business he has his fingers in?

[rich2006] 04/7/2022 22:36

Life style company 101

[markettimer] 02/7/2022 16:05

Further to my earlier post at 10:59 today when I wrote it will be interesting to see what payments are made to Gneiss I have found the details in an RNS which says:
Nominal monthly retainer plus a transaction fee, which is tiered according to the consideration received by the Company in line with market norms.
Plus on top of that yet more consultancy fees for a multitude of different things!

The first of the two Letters covers financial advisory services related to the previously announced proposed sale of the Company's Tanzanian interests (the "Proposed Disposal"). There is a nominal monthly retainer fee payable to Gneiss under this Letter, and it has a minimum 12 month term, with a 3 month notice period thereafter. The Letter will automatically terminate, including within the minimum appointment period, in the event of completion of the Proposed Disposal. Completion of the Proposed Disposal also triggers the payment of a transaction fee, which is tiered according to the consideration received by the Company in line with market norms.
The second of the two Letters is intended to provide support to the Company as it executes its new investment policy within the sustainable energy and circular economy markets. Gneiss has a specialist team focussed on these sectors and with extensive relationships and experience. The team has a strong track record delivering transactions in established renewables sub-sectors such as wind, solar and hydro and emerging areas including energy from waste, hydrogen and geothermal. The engagement covers ongoing financial advisory services, including those related to the origination of potential transactions, transaction support services, general assistance with capital market related responsibilities and activities, and assistance with financing activities on a non-exclusive basis. Fees payable to Gneiss under the new engagement include a mix of monthly fees covering origination, transaction evaluation and execution services and one off fees, based on a tiered system according to transaction value for opportunities that the Company decides to pursue and which are successfully completed. Depending on the nature of the service provided, a minimum appointment term of between 6 - 12 months exists, along with a notice period of between 1 - 3 months. The Company is not obligated to appoint Gneiss to advise on transactions that are not introduced by Gneiss. If requested by the Company, financing fees are payable to Gneiss in the event of the successful introduction by Gneiss of debt and equity financing sources into the Company or its affiliates. The letter also provides the Company with flexibility to phase out Gneiss management services over time as it builds internal capability.

[markettimer] 02/7/2022 11:46

The disclosure of J Fitzpatrick's related party payments for consultancy services in the accounts show the following payments for each year:
2018 £763k
2019 £538k
2020 £225k
2021 £606k
So a total of £2,132,000 for 4 years.
It is interesting to compare the size of these payments to the money that is going to be received from the Ruvuma deal which is $16m of which just $3m is payable on completion of the proposed transaction with $13m of contingent deferred consideration.
$3m payable on the final investment decision and remainder of $10m effectively being paid out of the proceeds from production of the asset that we are selling!
$2m is payable on gross production of 50bcf of gas so if that is not reached we will not receive it.
Yesterdays GBP v USD fx rate was 1.2098 so $3m converted into Sterling is £2.479m
£2.479m is in stark contrast to the total of consultancy fees of £2.132m paid to Gneiss Energy Ltd over the last 4 years which is owned by J Fitzpatrick and his wife!
$6m converted into Sterling is £4.959m V £2.132m in consultancy fees so consultancy fees are 43% of the $6m and 86% of the $3m.
It will be interesting to see what payments are made to Gneiss during 2022 as there could be a success fee payable to Gneiss a result of the Ruvuma deal.
mt

[markettimer] 01/7/2022 16:39

Resolution 1
For % Against % Withheld Total Cast
183,663,473 63.44% 105,856,205 36.56% 1,987,829 289,519,678
As can be seen from the above bigdouble has done a fantastic job in organising a shareholder revolt in what was a relatively short period of time!
Although our group was not successful it goes to show you what can be achieved and it was not in vain as it has created the foundation for future action which no doubt will increase the percentage of those voting against a number of different matters!
mt

[barony] 01/7/2022 11:57

Good to see the rise in recognition of a clear, fully funded, way forward for the company.