Tolent Share Discussion Threads

[2006stocktaker] 15/1/2010 12:32

What is to stop a shareholder just being stubborn and holding on, refusing any low offers etc. Surely that shareholder would be a thorn in the side of any potential manipulators?

Could potential manipulators just issue more stock and dilute the small holder into oblivion? I just don't know what could possibly happen.

I know buying more now could be a very risky move, but it's tempting to double my original £20K shareholding for very little indeed, if I am prepared to lose it.

[pugugly] 15/1/2010 11:43

If the controlling shareholder is a "foundation" in Lichtenstein [post 91] may I suggest any holders or potential bottom fishers investigate very closely. I looked at the shares today because the the apparent great discount to NTAV but declined. The potential for manipulation through clever financial structures (I am not saying that this is likely) is there, diluting the possible reward side.

There is also a possible chance that details of the Foundation or the Settlors or beneficiaries might be on the "stolen" list of Lichtenstein accounts apparently in the posession of the IR - If so, and there are any tax irregularities, there might be a knock on effects.

[deswalker] 15/1/2010 11:40

Exactly Jonwig.

In my case I ended up accepting the Offer at less than 40% of NTAV and a historic PE of less than 2.5.

Once again speaking generally ...

In situations like this it isn't about the valuation anymore (a monkey can do the numbers), it's a binary bet on ever seeing anything at all once a majority shareholder has over 75%. Often that's what people forget in situations like this. They still sort of have the mindset that they can get out at their choosing like a listed stock. But remember that the only buyer on the matched bargain facility will ever be the majority shareholder and if they decide not to place a Bid then there's nothing anyone can do. Small holders can be stuck forever until the majority restructures everything to get the assets out (should they be so corrupt as to wish to do this).

I have no comment on the possible intentions of the majority here at TLT though ...

Des

[jonwig] 15/1/2010 11:27

2006st... Would be very wise to get a certificate and your own name on the register.

A quick look at the balance sheet: Net assets of £11.7m (all tangible) vs. MCap of £2.1m. Some hefty payables in current liabilities, but the discrepancy looks enormous.

Quite honestly, though, the scope for constructive manipulation is also enormous!

[deswalker] 15/1/2010 11:25

This is an interesting one.

Firstly, look out for the same thing happening at BILN. It is also controlled by the same shareholder in the same proportion and has the same history. Looks a cert to follow IMO.

As for TLT, it isn't the management leading this but some "foundation" in Lichtenstein. Consequently it has to be harder for them to play silly beggars and to get the cash out than if it was management pulling the strings. However they could easily put their own people in anyway and proceed as if it was a management lead delisting. But at least that is another hurdle to cross and so there's just a chance that a purchase down here might be very astute.

But I'm not brave enough these days so I'll leave it for the next man. (DB tell me you're not playing at this anymore ? :-)

Des

[2006stocktaker] 15/1/2010 11:07

Jonwig,

Thanks for that. I'll have to contact them and try and organise a transfer out. I am very loath to part with these at this price. I could in fact double up very cheaply here.

[jonwig] 15/1/2010 10:05

2006st... If you intend holding the shares, you really need to be on the register with your own name and address - ie. get the certificate by transferring out. (Unless you're a sponsored CREST member.) Otherwise the company won't "know you" and the nominee broker won't bother about you.

Transfer out is always possible, but could cost - say £15.

Many companies which delist have superficially attractive valuations, but - as pointed out - what happens further down the line is down to trust that controlling holders won't filch the lot for themselves.

[2006stocktaker] 15/1/2010 09:56

I hold my shares through a nominated account, which may make things even more difficult. I am minded to hold on, but does anyone know what will happen in a nominated account? Can I request the share certificates for example?

They have already got backing of 73%+ of the shareholders, so presumably they will be able to do pretty much anything they like with that sort of backing. Once again it looks like small shareholders are being shafted.

[renew] 15/1/2010 09:47

What was the problem? AIM was/is the problem. Proper controls of managements just doesnt exist.
Private investors should leave the whole stinking mess alone until government put an American style supervisory system in place.

[deswalker] 15/1/2010 09:09

wcb

I held a share into a delisting back in June. We got the usual "best interests of shareholders" blurb and the stock was miles too cheap. Then in December management stitched up a very very dodgy takeover. Me and a few others have been talking to the TO Panel about it but they have absolutely no teeth.

Speaking generally and NOT about TLT in what follows ...

IMO it all depends on the details of a company's register (how lumpy and how many mates they have on it). In my case there were substantial unknown, undeclared shareholders who appeared out of nowhere after the delisting and agreed to a low takeover for very very circumspect reasons. In the end everyone else had to follow.

Delistng doesn't equal going private. But if the Directors get over 75% control then they can do whatever they like incl moving from a plc to a ltd. Then the disclosure levels are even lower than for a plc.

At least in principle the TO Panel will be interested in a delisted company for the next ten years even after delisting and any subsequent privatisation. But in my dealings with them they have been useless.

If a company's management plus their mates own more than about 65% then I'd be very wary of staying in through a delisting. The trouble is you don't know who management's mates are. You might think they only own 50% or so but before you know it another 20% can emerge from nowhere and then you're faced with the majority owning at least 70% and you're really screwed. That's exactly what happened to me and the lawyers know how to structure deals to achieve this, whereby the 20% get paid a much higher price to everyone else to induce them to sell.

In short it depends on how trustworthy a company's management are. If they're not and the register is sufficiently lumpy with mates or others then they will find a way of buying people off to achieve 75%. The little guy will get left powerless and with nothing. I have seen all this at first hand in the last two months.

Just generalities. I don't know TLT so don't know if any of this applies here...

Des

[gogoneko] 15/1/2010 08:28

You could try asking on the Reflec (REF) and World Television (WTV) threads, because they've both delisted and are now matched bargain "trading" on JP Jenkins rather than Brewin Dolphin. In the case of WTV it appears that shareholders have been held in the same contempt by management as when they were listed, as for Reflec, the fanboys there set up a private club to huddle up to management.

[westcountryboy] 15/1/2010 08:19

They don't say anything about dividends continuing, but presumably that's the intention, conditions permitting. Of course they may well be suffering badly in the recession, but they're a decent company and assuming they survive I suspect it's not worth selling the shares at this price, even if it's possible to do so.

Does anyone have any experience of being a shareholder in a private company?

[gogoneko] 15/1/2010 07:41

Hmmm! I'm surprised they managed to write down today's RNS without smudging the ink with their tears. I haven't invested here since the sector went pear-shaped but what do they expect in the current environment - a high rating and thousands of trades? They did well in the good times but now they're crying and don't want to play any more - goodbye Tolent, sorry for any inconvenience caused!

[mbu69] 20/10/2009 19:47

good risk / reward balance surely........... i'm going to start adding.

[meadow50] 04/9/2009 15:37

still no results.

[piedro] 03/9/2009 15:13

The website has been revamped ... excellent homepage ... but the rest somewhat lacking - IMHO

[piedro] 03/9/2009 13:53

Newcastle Lord Mayor Tops off City's
Landmark Development

[piedro] 19/8/2009 10:45

Time for the interim report

[piedro] 14/7/2009 14:54

Tolent Construction Ltd
Yarm Mews is being constructed by Tolent Plc.

[piedro] 14/7/2009 14:31

... no date ?

[piedro] 29/5/2009 12:01

Unlawful dividends
It has recently come to the attention of the Directors that there has been a technical breach of the Companies Acts the impact of which is that certain interim and final dividends paid between 2002 and 2008 totalling £5,120,218 have been paid unlawfully.
The breach has arisen due to the fact that the latest relevant accounts, at dates preceding each of those dividends, did not show that the Company had sufficient reserves to support those dividends. However management accounts for dates immediately preceding each of the dividend payments did show that the Company had sufficient reserves but these accounts were not filed with the Registrar of Companies in breach of the relevant requirements of the Companies Acts and the dividends were therefore unlawful.

The Company has been advised by its external legal advisors that this matter can be rectified by the Shareholders passing a resolution to ratify these breaches and to put the Shareholders and Directors into the position as was always intended. This will be done by treating all of the original unlawful dividends as loans to each of the Shareholders who received them and each Shareholder's obligation to repay the relevant loans will be satisfied by the declaration and approval of new dividends of the Company equal to the amount of the loans received by each Shareholder. The resolution will be tabled at the Company's forthcoming Annual General Meeting. HMRC has provided the Company with written confirmation that each of the unlawful dividends will be treated as taxable at the date of original payment and therefore will have no tax implications for the Company or the UK resident Shareholders.

The Company's distributable profits shown in the 2008 accounts have not been adjusted to reflect the impact of the unlawful dividends. The Company will be preparing relevant interim accounts as at 31 March 2009 which will recognise an asset for the cumulative amount of unlawful dividends and will show a corresponding increase in the distributable reserves of the same amount at that date. The asset created by the cancellation of the unlawful dividends will be recovered by way of set off against of the new dividends being proposed at the 2009 Annual General Meeting.

[piedro] 29/5/2009 11:56

2008 Accounts now published

[jab118] 12/5/2009 17:34

could be this..

[mrphil] 12/5/2009 16:39

That's some jump today, anyone know what's caused it?