Thalassa Share Discussion Threads

[cockerhoop] 08/2/2019 11:04

You do have to laugh, the Preference Share issue has cost THAL a stack in professional fees, knocked over 25% off the share price resulting in higher dilution for DS buying LSR than could have been achieved without it and because not that many shares were sold since October it's hardly increased DS's voting influence.

Man's a genius!

[frazboy] 08/2/2019 10:36

but DS would never of pulled off a placing - no one would increase his AUM. the guy paid himself (via the remuneration committee, of course), $730,000 in 2017, and probably significantly more in 2018 (admin expenses for Thalassa were $4.5m but as far as I know there's no breakdown of what that money was spent on).

[stemis] 08/2/2019 09:50

You need to work through the oonsolidation of the two groups, it's not quite as simple as that.

Nevertheless this bid is a complete vanity project for Soukup, diluting THAL's NAV/share just to hide the fact that he made a poor investment that hasn't worked out. He'd be better just letting LSR distribute THAL it's £7m, instead of effectively issuing 16m shares just to get his hands on another £11.7m.

It's effectively a placing at 73p with the added complication of taking responsibility for winding up the rest of the LSR assets.

[hindsight] 07/2/2019 09:09

NTV, I agree but was merely pointing out that Thal shareholders have a possible swap if happy holding Thal paper, sure they would get a lot of offers in the lsr mix and match option
If the deal happens, hopefully not, then thal shares in issue will roughly double so the discount will in effect roughly halve
If Mr Market demands the same discount then thal shares will have a way to fall

[rndm355] 06/2/2019 18:29

Thalassa makes an offer it hopes Local Shopping REIT can't refuse

[hindsight] 06/2/2019 14:51

For each Offer Share: 14.64 pence in cash

and
0.26 Thalassa Consideration
Shares

Taking the 27.5p lsr price then ex cash it values thal shares at 50p

[frazboy] 06/2/2019 14:35

and there it is...

[frazboy] 06/2/2019 14:18

"The THAL Board also wishes to advise the market that the preference shares issued on 30 September 2018 and announced on 4 October 2018, will be cancelled upon successful completion of the LSR offer"

From Thalassa's results. Offer clocking is ticking unless an extension is requested.

[glawsiain] 05/2/2019 14:56

Duncan seems to be a bit of a mazda

[hindsight] 05/2/2019 10:34

And another bit....understatement of the year
Mr Duncan Soukup holds a significant stake in the Company and is
able to influence all matters requiring Shareholders’ approval.

[hindsight] 04/2/2019 15:02

Preference Shares
The Company issued Preference Shares to its shareholders on the shareholder register as at 30 September 2018 on a one for one
basis. The Preference Shares were issued as a means of defence against an unsolicited bid for the Company. Each Preference Share
has no rights other than 10 votes per share. Each Preference Share does not transfer with any sale of the related Ordinary Share
and therefore as the Company’s Ordinary Shares are traded, a referable number of Preference Shares are cancelled. Any investor
acquiring Ordinary Shares after 30 September 2018 would therefore not enjoy the enhanced voting rights afforded to those
existing Shareholders of the Company who hold Preference Shares. Accordingly, the voting rights in the Company will increasingly
reside with those Shareholders who retain their Ordinary Shares and who therefore also hold Preference Shares

[frazboy] 03/2/2019 21:31

Oh dearie me...

‘Mr Soukup first entered into a consultancy agreement with the Company dated 23 July 2008, replaced by an agreement dated 3 January 2011 and subsequently by an agreement dated 30 August 2014, pursuant to which he agreed to act as a Director of the Company and the Company agreed to engage him as a consultant.The agreement is for no fixed term and continues on a rolling basis until terminated by either party giving five years’ prior written notice. Mr Soukup is entitled to be paid an annual fee of US$300,000, as varied with effect from 1 January 2018, and reasonable expenses in consideration for the proper performance of his services under the agreement.’

[frazboy] 03/2/2019 20:10

Section D2 P14 of the prospectus:

hxxps://thalassaholdingsltd.com/documents/THAL%20FINAL.pdf

I’m not sure I fully understand the text but if I were a Thalassa shareholder I would be nervous

[kooba] 31/1/2019 15:02

Fair dos so you are flat and just want to warn others.I also noted the erroneous clause was removed...must have been there since inception....oh and never used , I'm sure some if they knew it was there would have been warning that they can stop you selling your shares because they can block you transferring them.I too feel that more explanation was required around the preference issue but all shareholders were treated equally so perfectly legal.What's the current voting position as unsure of takeover panel rules that if one shareholder moves to over 30% there would need to be a compulsory offer..I believe it refers to voting position not ordinaries...must check.

[hindsight] 31/1/2019 14:29

For information, Im not short and never have been
However having been in companies where taking control has allowed them to go private and only received minimal offers after, Im quite happy to forewarn buyers where I come across this risk, wish I had been in those wet behind the ears days.
The onus is on THAL to explain why they toke it upon themselves to create the preference shares voting issues.
I notice the LSE found a clause Article 23(a) in the previous version of the articles of association, which granted the board a non-specific discretion to restrict the transfer of shares, has been deleted.

[kooba] 31/1/2019 13:52

So you must be short of a stock trading at less than half book on the presumption that the preference were issued solely to facilitate the chairman to grab the companies assets to make this worth your while??Sounds a long shot ...bit like the grassy knoll. But good luck with your theory think I will wait for some factual clarity but I rather think that repeatedly saying the shares are worthless with that far flung idea could be construed as an attempt at market manipulation.Seems some have sold on your prognostications I hope they don't regret it .

[ntv] 31/1/2019 13:30

I doubt he will bid for the prefs too
He can do what ever he wants as he holds all the power
if you buy the ORDS now you have no right or entitlement to any prefs
Why issue them if you don't see future value in them
TOTAL CONTROL OF THE LIQUID ASSETS IS WHAT HE HAS
all shareholders must remember to bow at the next AGM

[kooba] 31/1/2019 13:23

Are there people short of this counter as it does appear some vested interests in presuming future intentions are entirely negative without any foundation as far as I can tell.It does appear the buy back is suspended pending LSR intentions being clarified that has removed short term support ..but the shares are down on very thin volumes.This seems to be giving those with an agenda ammunition to peddle their wares.

[kooba] 31/1/2019 13:18

Do you think that planning a delisting is consistent with moving the shares to the main market?

[hindsight] 31/1/2019 13:15

Voting rights of 75%+ mean can delist and go private, what value then

[kooba] 31/1/2019 13:00

I doubt the company will bid 10p for the prefs..they have no intrinsic value just voting rights.

[kooba] 31/1/2019 12:59

The ordinary holders own the assets.