Stilo Share Discussion Threads

[robdance1] 15/2/2023 22:31

Stilo International, previously Stilo International plc, is a UK holding company with loan and cash assets held on behalf of its shareholders. Upon completion of the management buyout of its Canadian trading subsidiary Stilo Corporation in February 2023, all software assets, customer contracts and associated IP were transferred to Stilo Corporation from Stilo International and its UK subsidiary Stilo Technology. The objective of Stilo International is to manage the return of cash to shareholders as quickly as possible and oversee the final repayment of a loan note by Stilo Corporation in October 2029, following which the company will be wound up. Albeit no longer a trading company, annual accounts will continue to be published and made available to all shareholders upon request. If you are an existing shareholder and would like to request a copy of ongoing news announcements, then please register here.

[mudbath] 11/2/2023 13:02

Hi robdance.

I would appreciate your keeping this thread updated should any information regarding the sale be provided on Stilo's proposed new web site.
Thanks.

[mudbath] 10/2/2023 19:58

Dividends + ISA = Tax free.

Stilo has provided me with a decade of fun and many rewards.

The main reason that Stilo failed to gain sufficient traction was the perennial difficulty of any tiny UK outfit trying to cut it in North America.
That problem is now behind them; hence the MBO.

I remain of the opinion that their tech is world leading and look forward to re-investing should they list on the TSX.

[stilolosses] 10/2/2023 19:23

Absolutely. I was completely wrong about Stilo. Completely wrong!

So they are going to pay back the majority of the long suffering shareholders monies that they invested as DIVIDENDS!.....so the very little they do get back they will have to pay tax on!

A shocking bunch of dogs!

They ran this dog of a company into the floor, causing a majority of shareholders take losses and then pay back their original investment back to them as DIVIDENDS!.....no doubt these animals can sleep at night.

You, of course, being the only investor who promoted their failed agenda.

[mudbath] 10/2/2023 10:38

Wrong (as ever) Slosses, for Davis Ashman is as keen as mustard for his significant dividend to be paid asap.

THE STILO BoD could so easily turned this into a lifestle company and left nothing for the PI,but resisted any temptation. Good on them for that !

[stilolosses] 09/2/2023 21:16

Mudbath, I am sure that will not be the case. They will certainly find some way of scuppering that too big style!

[mudbath] 09/2/2023 20:37

Thank you for that robdance1.
Let us hope that the transaction is completed and we shareholders paid out without any unnecessary delay.

[robdance1] 09/2/2023 18:23

Stilo International Limited
General Meeting
Result of General Meeting
The General Meeting of Stilo International Limited was held at RSM UK, 22-25 Farringdon Street, London, EC4A 4AB on 9 February 2023 at 11.00 a.m.
The resolution put to members was passed on a poll. The resolution was passed as an ordinary resolution.
The number of votes lodged by poll for and against the resolution proposed, and the number of votes withheld were as follows:
Resolution
Resolution 1 (Ordinary)
To approve the proposed sale of the entire issued share capital of Stilo Corporation to 1000258076 Ontario Inc.
Votes for 54,515,418
% Votes against % Votes withheld
100.00 0 0.00 0
As at 9 February 2023, there were 96,420,000 ordinary shares in issue. Shareholders are entitled to one vote per share. Votes withheld are not votes in law and so have not been included in the calculation of the proportion of votes for and against a resolution.
The full text of the resolution is available in the Circular of the General Meeting, published on our website.
Shareholders of Stilo International Limited are advised that, upon completion of the transaction set out in the resolution, the company’s website will change to hxxps://stilointernational.co.uk. This website will be maintained for investor communication purposes and will include announcements, annual reports and contact details.

[robdance1] 09/2/2023 18:20

All resolutions passed with 56 million voting to sell. Anew website is being made available for updates going forward www.stilointernationsl.co.uk

[mudbath] 09/2/2023 17:28

Can anyone provide me with the details of this morning's vote and of any accompanying announcement ?

[smithie6] 25/1/2023 21:43

....
.."Stilo International is currently a private limited company and is on course to be sold via a management buyout in Feb 2023"

mngmnt buy out
I've played the mkts for a few decades. (& overall done nicely. :-) )
...imo a mngmt buy out is normally bad news...

shows the co. has a value but that the managers want to buy it themselves

& logic says they will try to do that at the lowest price they can....&
the bod have a lot of power to get the deal thru at a low price

(just a few words to shareholders about poor future visibility or challenging mkt conditions are enough to reduce the sale price & who is able to say whether such opinions are 100% true or not)

(& one assumes by not phoning up other possible buyers !!)

[mudbath] 25/1/2023 20:28

Remember the adage, Stilo Losses; buy low and large @ 1p on the delist news, savour the dividends which almost covered the outlay and then wait for the "pay day".

Simples.

(and for goodness sake,,,,,,,,,,,,,,,,,,,STOP MOANING !!

[stilolosses] 25/1/2023 19:55

Hopefully the incompetent thieves who are recommending this sale will also be able to siphon off whatever is left and pay their advisor son/friends even more money for putting this through.
Having pushed the remaining investors into a corner by demanding they vote for this they will then be able to milk off whatever is paid by filling the pockets of their son/friend advisors to give them more advice on how the remaining investors will and should receive a fraction of the proceeds of the sale as a fair chunk will be deducted for more pathetic advice.

Basically put, force investors to vote yes with investors not being told how the money is going to be paid back to them until they vote this through. When it is voted through; BANG! Then, and only then, tell the investors how much more money is going to be used to fill the boots of their son/friend advisors for advice that a 10 year old could give for free.

Like I always said, these thieving dogs can actually sleep at night.

[mudbath] 25/1/2023 15:40

That said, the resolution itself contains none of the body of information as laid out in the circular.

"ORDINARY RESOLUTION
THAT the sale by the Company of the entire issued share capital of Stilo Corporation (a corporation incorporated pursuant to the laws of the Province of Ontario) to 1000258076 Ontario Inc. (being a special purchase vehicle which Bryan Tipper, a director of the Company, is connected with) for an aggregate purchase price of Canadian$1,598,294 in accordance with the terms of a conditional share purchase agreement between (1) the Company and (2) 1000258076 Ontario Inc. dated 23 December 2022 as described in the Circular be and is hereby approved for the purposes of section 190 of the Companies Act 2006 and that the Independent Directors (as defined in the Circular) be and are hereby authorised to take
all steps necessary or, in the opinion of the Independent Directors, desirable to give effect to the terms of such sale."

[mudbath] 25/1/2023 12:40

"The timing and manner in which this will take place is subject to further legal and financial advice to be taken by the Board". We shareholders will no doubt be provided with further clarification shortly, as the timetable of events is pretty condensed.

[robdance] 25/1/2023 10:29

Under the terms of the promissory note, the principal is due 68 months after Completion provided that
annual principal payments will be made equal to 14% of the free cash following the annual repayments of
the Purchaser's acquisition funding (not to exceed Canadian$161,000 in any year) with the first sweep to be
paid on 15 June 2025

This $1000000 note do we receive a 14% payment of free cash flow each year ?

[mudbath] 24/1/2023 22:10

That is also my understanding, Bluefunk1.
Plus another 1p down the line.

[bluefunk1] 24/1/2023 21:38

Are we not due to receive $3,800,000 + excess cash $ 583,755 on completion, which is circa 3p a share??

[stilolosses] 24/1/2023 20:51

Always said they were dogs and this is the icing on the cake. I always said that this so called disruptive technology was worth nothing. Again, this is now confirmed.

You have to wait 90 years to get it too.

[robdance1] 24/1/2023 20:44

No that not right more like 1.7 p per share rip off

[robdance1] 24/1/2023 20:39

At 2,500000 CD$ is 1,500000 GBP / 8700000 shares is 15p / share. I think. But did not understand the actual sale value as l thought STL had no debts

[dynoport] 24/1/2023 20:23

24 January 2023DearShareholderProposed sale of Stilo Corporation and Notice of GeneralMeetingIntroductionI am pleased to confirm that the Company has entered into a sale and purchase agreement with the Purchaser for the sale, subject to Shareholders’ approval, of the entire issued share capital of Stilo Corporation. As Bryan Tipper, a Director of the Company, is a director and a shareholder of the Purchaser, the Share Sale constitutes a substantial property transaction for the purpose of section 190 of the Act and requires approval by the Shareholders of the Company. The Share Sale is therefore conditional on the passing of the Resolution at the GeneralMeeting.The purpose of this letter is to explain the background to and reasons for the Sale, to set out why the IndependentDirectorsconsidertheSale tobeinthebestinterestsoftheShareholdersasawholeand to seek the Shareholders’ approval for the Resolution to be proposed at the GeneralMeeting.A copy of thesale and purchase agreementwill be available for inspection on request at the Company's registered office from the date of this notice until the conclusion of the General Meeting.Background to and reasons for thesale of Stilo Corporation The Companycontinues to generate steady sales revenues and profits, through its trading subsidiaries Stilo Tech and Stilo Corporation, working with leading companies from around the world. All operations are now run out of Stilo Corporation, based in Canada, and are headed by Bryan Tipper, CEO and Jackson Klein, CTO. Bryan and Jackson are optimistic for the futureprospectsof Stilo and have made an offer by way of a management buyout of Stilo Corporation along with the transfer of all intellectual property, customers and various assets from Stilo Tech and the Company. This will result in Stilo Corporation being100% Canadian owned and able to take advantage of increased financial R&D support from the Canadian Government, which in turn will help drive future revenue growth. The Companyand Stilo Tech will remain as non-trading companies, independent of Stilo Corporation, to be eventually wound up. The Board is of the opinion that the Considerationbeing offered for the Share Sale and Asset Salerepresents the fair value of Stilo Corporation and the assets of Stilo Tech.Following completion of the Sale, the Board is proposing to return the Consideration plus other excess cash(less an amount to cover contingencies and theongoingrunning costs of the Company whilst the deferred consideration remains outstanding),to its shareholders. Thetiming and manner in whichthis will take place is subject to further legal and financial advice to be taken by the Board.Details of theSale On 23 December 2022, the Company entered into a conditional share sale and purchase agreement with the

[dynoport] 24/1/2023 20:14

https://www.stilo.com/2023/01/24/proposed-sale-of-stilo-corporation-and-notice-of-general-meeting/