Disclosure: 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.
A day truncated by medical appointments sees me start the podcast with Grantchester and the Mighty Hammers - the article I mention on the latter is HERE. Then it is onto the disgrace at 3Legs (3LEG) for which there can be no excuse and where there is more to come. Then onto Horse Hill, a funny smell and the THREE placings on the way. I look at African Potash (AFPO), LGO Energy (TOAST) and the total farce at Petroceltic (PCI - bad language alert in that section.
This area of the ShareProphets.com site is for independent financial commentary. These blogs are provided by independent authors via a common carrier platform and do not represent the opinions of ShareProphets.com. ShareProphets.com does not monitor, approve, endorse or exert editorial control over these articles and does not therefore accept responsibility for or make any warranties in connection with or recommend that you or any third party rely on such information. The information available at ShareProphets.com is for your general information and use and is not intended to address your particular requirements. In particular, the information does not constitute any form of advice or recommendation by ShareProphets.com and is not intended to be relied upon by users in making (or refraining from making) any investment decisions.
Comments
Drunken Sailor
It is there if you look in the right place:
http://www.3legsresources.com/wp-content/uploads/2016/03/3Legs-Admission-Document-3-March-2016.pdf
Duck and Dive
I think many of these greedy fraudsters must still be living in a time warp where people can’t look up Companies House records without a great deal of inconvenience. Others must have woken in a cold sweat on the day the records went online for all to see. Great stuff.
Given that UKOG’s latest rampity RNS was almost as good as the previous one, surely there can only be one reason for the SP’s fall ever since it was published: insider front-flippers. By my reckoning, that would make the placing price around 2.5p.
Congrats on giving LGO another boost. The SP shot up from 0.335p to 0.405p since your bearcast aired. WR must be cursing you if he’s waiting for 0.018p.
wildrides
Blimey LGO up 11% after your cast ………… keep up the good work.
Drunken Sailor
iOx was incorporated in England and Wales on 10 February 2015 by ISIS, Oxford University’s
technology transfer subsidiary, together with the Ludwig Institute. iOx’s strategy is to develop a new
type of immunotherapy against cancer, originally discovered through a partnership between the
Ludwig Institute and Professor Cerundolo.
Prior to the incorporation of iOx, Professor Cerundolo had formed a team of researchers and,
through collaboration with Professor Gurdyal Besra and Dr. Liam Cox of the University of
Birmingham and Professor Richard Schmidt of the University of Konstanz and the support of the
Ludwig Institute, discovered the multiple synthetic lipid compounds that are currently the subject of
iOx’s research and development programme. These compounds were found to have the ability to
activate iNKT cells, which scientists suggest play a crucial role in anti-cancer immune responses.
Oh so they have already got to a certain stage before they incorporated. Incorporation is not when everything begins in all cases.
I bet none of those Drs and Professors know how to fill an SH01 in properly, but would hope they know a lot about cancer. Those who put the work in prior to incorporation would be entitled to shares at nominal value so they have a stake in the business for what they have already put in. The business is nothing without them.
I think you are making a mountain out of a mole hill on this one Tom.
That does not mean I think people should buy when the suspension is lifted.
There seems to be nothing wrong with the admission document it is transparent and honest. If the SH01 had been filed correctly ie showing some shares paid and some nil paid and on time there would be no issue.
Striebs
Pride comes before a fall . Congratulations to The Irons .
Was at high school in 1980 when WHU won the cup so don’t hate them . That Mark Noble is a great leader .
Tragedy Dean Ashton had to retire early , was the most cultured forward since Mark Viduka .
Re HH , surely an acid wash or swabbing cannot be considered cheating . Presumably would have been hydrochloric rather than hydroflouric .
Is there any chance that they introduced a bacterialogical contamination which has resulted in Hydrogen Sulphide among other things ?
Gareth Jones
West ham You’re having a laugh Your “entropreneur” Karen Brady is at that club How can you associate yourself with that vixen.
Tom Winnifrith
Gareth
I supported West Ham long before Karen Brady had heard of football before she was at Birmingham. I shall support West Ham when she is long gone. Frankly , of all the crap owners we have had, this lot really are rather good compared to the rest. Am a bit of a fan of the pornographers & Brady
Drunken
You have a blind spot on 3 Legs. You are bonkers. – you are happy to ignore comically bad companies house filings which mean that the RTO doc is all wrong. Okay. What you are also ignoring is that a director of this firm bought an asset PA for 500k which he then flipped on to the company just weeks later in a deal which has netted him a total of £9m. If you cannot see that this is wholly unacceptable you are bonkers. If it is was Timmy Baldwin doing this youd go mental. I accept that Timmy far less likely than Mellon to buy a good asset but it is that flip to make a quick £8.5m killing which is wrong, he is putting his interests ahead of that of the company of which he is a director
t
Drunken Sailor
Tom have you read the admission document?
It is transparent. The asset is not being valued at £16m. The issue of shares is at a massive premium to declared NAV. The people who backed the placing can see exactly what they are getting. They are happy to pay the premium for all the hot air and hope in the admission document. I would not be, but I avoid Bio Tech micro caps because most are mainly hot air and hope. As a value investor you would avoid this too. I am not making an investment case going forward, but if you read the admissions document there clearly is one that people who are prepared to take high risk gambles on Biotechs clearly do find acceptable.
Apart from an Error in an SH01 filed by a bunch of doctors there really is nothing in this. There is no lack of transparency. If people want to throw money at a potential cancer cure, which would, if successful make the whole thing worth many multiples of even the premium price paid, that is up to them.
Our mutual friend who claims to be trying to IPO a company has paid £800 for his still over 50% stake (started at 80%), which he clearly hopes to be able to make over £4m on if he ever manages to IPO it. The filings are littered with mistakes and there are a whole load of paper swaps going on to create the illusion of value, where there is none. If a prospectus ever gets produced for that, it will be a complete joke.
The 2 directors have not really “flipped it on” as they still hold the shares, just in a different company. Yes they are in paper profit, but locked in. If people decide that the company is over valued and do not want to pay the premium for the hot air and hope, most of which is based on faith in those 2 directors and the Oxford medics abilities, then that paper profit will be rapidly eroded. And become a loss – they are still risking their own capital.
The issue with Timmy is that he deliberately lied and misled investors on a serial basis to suck in mug punters to get placings and death spiral conversions away to fund his own lifestyle, without ever putting in any real cash of his own, yes he had to take fees in shares towards the end and he used the pension payments made by the company to put shares in his SIPP which are worthless, but still got the tax back.
Tom Winnifrith
DS
You are clearly on the rum.
In July/August a company whose sole asset was 510k invested by Mellon bought 60% of Oxi although Oxi told Companies Hse that Mellon invested £1.8m in march and paid in full even tho Mellon’s BVI company did not exist then.
By Oct – just a couple of months later an AIM PLC where Mellon was a director BEFORE his private company put 510k into OXI bought the Mellon Company’s shares in Oxi for £215k in cash and £8.8m in shares.
So Mellon turned 510k into 9m in a couple of months. As a director of 3LEG if he could secure the asset for 510k he should have done so for 3LEG not flipped it on to 3LEG taking a £8.5m arrangement fee.
Surely you see that COI or is it very strong rum tonight?
As for 900k to 16.5m - MellonCo buys 60% for 510k so value of 100% of Oxi is 900k at that point. In final deal 3LEG pays 8.8m for 88% of Mellon Co so valuing it at £10m. It owns 60% of OXI so OXI impled value is £16.5m So in just a couple of months under Mellon ownership value has gone from 900k to 16.5m. Really? That is bollocks and you know itT
Drunken Sailor
The sun is up here, but not over the yard arm, so not on the rum
Mellon also put his own money in at the same time as 3 legs. He has put quite a bit of money in to the various companies get things this far do not just focus on one element of the investment he has made – the money spent on fees etc is quite high and all transparent in the admission document. But that is all part and parcel of the AIM shell game.
I can do implied valuations. If the admissions document was valuing iOx (I assume you keep calling it oxi as some Greek joke for no) at the implied value that would be wrong. There is no pretence that iOx is worth the implied valuation – though that is the sort of trick Timmy pulls.
There is no lack of transparency in the admission document. The people who have bought in the placing can see exactly what they are buying and current shareholders who still have shares that are worth something (I could make a TEA point, but I am not Wildes) can decide based on a fully transparent Admissions Doc to buy sell or hoid when the shares return to trading. I would not have bought in the first place, but if I had, I would sell on day 1, but that would be my investing decision and it would be made in full knowledge of the facts, which are all in the admission document.
Cancer killed both my parents and will probably kill me. I therefore pay a monthly amount to Cancer Research UK. I do not use my investments to fund good causes, that is my decision, others do, that is their decision. I wish iOx all the best, what they are doing might save my life one day. It probably won’t, but that is the nature of the bio tech business.
DRUNKEN SAILOR
Having now read the whole 116 page Admission Document. I can find nothing that would justify it needing to be pulled and rewritten. It is all clear and there are independent due diligence statements made on the financial matters and on the clinical matters. The risks are clearly laid out against both financial and clinical matters.
The name of one of the companies, which has taken about a third of the placing giving it a notifiable interest, is also there: Hon & Co Ltd – not Jonny Hon. The dilution that occurs to other previously notifiable holdings is also made clear – they could have taken part in the placing, but clearly elected not to.
Thus the recommendations I will make to Richard when I next see him are:
Get iOx to reissue the SH01 that was received by Companies House on 25 July, putting the correct date of share issue and correctly differentiating between what is paid and unpaid.
Keep a bit of an eye on the directors there to make sure they take proper care in future filings.
When looking at other future acquisitions have a scan through their filings to make sure they are correct and if not get them corrected.
When putting important documents on the website, do not just file them where they are supposed to be, but put a link to them on the front page for at least the first month from issue, so people can easily find them.
I note Richard will now be on 10k per year as a non-exec vice the 5k per year (accrued until now) he used to be on and I am sure he will see that pay rise as fair recompense for this extra bit of oversight on behalf of shareholders.
Have I missed anything in the admissions document that is in someway misleading or factually incorrect, which would mean it needs to be pulled and re done?
It would appear to be in everyone’s interest for the EGM of shareholders to approve the transaction to go ahead on the date planned and for no further expenses in crony capitalist fees to be incurred rewriting the document. Even diluted shareholders would be turkeys voting for Christmas voting against the resolutions set out by Richard.
Anyone thinking of Investing in SalvaRx when trading recommences should take the time to read the full admission document. Anyone who currently has shares in 3 Legs should also read the full admission document so they can make their own investing decisions on a properly informed basis. On that basis, ie having read the full document, I will not be investing. One can only presume that Hon & Co have taken the trouble to read it to and have decided they do want to invest. I wish them luck and I wish iOx all the best with their trials.
Tom Winnifrith
DS
So you still have not explained why Mellon as a director of the company thinks its ok to buy an asset PA for £500k and then sell it to a PLC of which he is a director for £9m just a few weeks later. That you cannot see this as a COI is just unbelievable
T
Duck and Dive
@DS – Shirley no-one can protest this much about a critique of just another shitty little AIM chancer without being either a) significantly invested or b) the author of the admission document?
wildrides
Duck
I love it when Shirley gets involved ……… is she a looker ………. I kinda sense she is ?
Drunken Sailor
Tom,
The investment Jim and his Dr friend have made is in excess of £1.2m – Fact
In return for that investment they will have locked in shares in the AIM listed company that 3 Legs becomes. What will be the price of SALV (the new ticker) in 12 Months time? how much will Jim and Drs share be worth then? if it is more than £1.2m, it will because they were right to risk their capital. If it is less then they made a bum investing decision, The people who took part in the placing are not locked in and they have made one investing decision and are free to make others. On this point we will have to agree to disagree.
Jim and Dr’s related party status has been documented throughout and the independent directors and Nomad have advised accordingly. There has been no breach of protocol. As the placing has not gone to bucket shops, as there is no potential to flip, one can only presume that they are happy with the situation, as they have taken even more risk buying in at the consideration price. It is quite clear that without the placing there could have been no acquisition, as it would not be able to remain a going concern for 12 months. The good thing about the RTO process, as opposed to shitty little AIM investment companies taking minority stakes in other shit businesses, is that the whole thing has been looked at and reported on by a variety of qualified and authorised people and their findings are made public in the admission document.
Have you read the admission document? Can you find anything that is either factually inaccurate or misleading? If the answer to these questions is no, then you have to agree that there is no reason to pull the document and re do it – that is my point.
D&D the Non Exec Chairman, who did the opening part of the admission document – soon to be just a Non Exec, is a friend, who has supported me overs 4 years during my battle with TXO. He is a decent and honest man. He is aware of Tom’s comments about the admission document, but not in a position to respond to them in an appropriate manner. Everything I have written in these comments is my own view, based on my own research and nothing has come from my friend, as he is not in a position to say anything.
wildrides
Whinni versus Drunk , in a squabble over a mere 9 million squids of “Water Melon” transparency.
It was only a matter of time before the “unmoveable object “ met the “irresistible force”
Oh what fun ……….. the heads are fully “out of arses” and its all to play for .
Tom Winnifrith
DS
Not on Rum today is it Leni-meths instead?
Mellon put in 500k to get 30% of 3LEG so he has shares in a shell at a fair price
Mellon put 510k into BVI company. That company now sold to 3LEG for 215k in cash and £8.8m in shares. And he has his initial shares still left over.
The issue is how much he has made on this utterly conflicted transaction and the answer in matter of weeks is 500k in and £9m out. That is not acceptable, it is sheer greed and a clear COI. Just declaring a COI does not mean it is not one and that it is acceptable. That Sunderland nonce admitted he was a nonce, it did not make it acceptable did it?
T
Duck and Dive
@TW – I don’t think that a boring, brain-dead narcissist who gets paid too much for running around like a daft dog and kicking a ball occasionally can properly be labelled a nonce for wanting to shag a 15-year old groupie with big tits who obviously wanted him in her trophy cabinet. He may fall under the strict legal definition of a pedophile but he isn’t really a child molester. He’s just a twat.
Drunken Sailor
Mellon and Dr Bailey between them put a total of £715k into SalvaRX a BVI incorporated company and £500k into 3 Legs
£1.215m Total (£607,500 each). At the end of this Mellon and Bailey with 72.16% (36.52% Each) of the newly renamed AIM listed SalvaRx PLC. Ie 26,640,582 (13,320,291 each) shares. Which at the placing / acquisition price are notionally worth £9,457,407 (£4.728,703) So notionally nearly 8 times what they put in as a PAPER gain. However they are locked in. And if the share price is 4.5p in 12 months time (which would be my guess of where it is likely to be) they will be in a paper loss situation.
Now had Mellon and Bailey used the deal to cash out, then there would be something to complain about, but it still would not be on the Lenigas scale.
SalvaRx has its investment in iOx on its balance sheet at just over £3m which includes a good slug of goodwill (potential or hot air and hope whichever you prefer). The overall net assets of the Group ie SalvRx PLC at the end of this, including the net placing proceeds (I assume the fees mentioned include the cost of the admission document etc as well). Are just over £4.5m. Those who took the placing at acquisition price (the minimum it could be done at) have paid a significant premium to NAV. The hot air and hope for iOx is already in the NAV, but what is also in the price being paid for the acquisition and by the placees is the hot air and hope (potential) in SalvaRx, which has its own expert management team and contractual arrangements that are going to enable them to go out and find more acquisitions like iOx – So SalvaRx is not just 60% of iOx, it has a whole balloon full of hot air and hope of its own outside iOX. Far too much hot air and hope in there for me, but it is all transparent and there are supposedly savvy investors who have agreed to pay for it. If you compare the premiums being paid here to the premium paid by the mugs who bought into the Quob Park Ponzi at £10 the Quob Park mugs are still streets ahead in lunacy terms.
Now if you had read the admission document then you would know all that, which is why there is no problem with the document and you were wrong to call for it to be pulled and rewritten in the bearcast at the top.
The AIM shell game always ends up this way. The trapped investors get something out of staying. Those who put in to the shell at the start of it being a shell get something. Those who put in more whilst it was still a shell get something and those involved in the RTO get the most. But if they are locked in they do then have to deliver.
Without Mellon and Bailey all the others would have got nothing.
Without Mellon and Bailey or others like them the work iOx is doing to cure cancer would not happen.
The key point though is nobody who reads the admission document is being in anyway misled. Everyone is free to make their own investing decisions based on their own risk appetite. All the info they need to do that is there in one place – great a much better situation than the shitty little AIM investing company situation and no need for the Sherriff to jump up and down. There is no fraud here, there is no manipulation here, there are no PIs getting sucked in on false and misleading info here. All there is is a poorly filed SH01, which only anoraks would notice, but I agree it is important to get these things right. And an excellent case study into how the AIM shell game works. It is fairly murky, I am not convinced it is the right way to fund promising Cancer cures or anything else for that matter. But this version of the game is as clean and above board as it gets, I would expect nothing else from Richard who has played the game fairly for many years. Sometimes winning sometimes losing.
Tom Winnifrith
DS
You have just lost the plot. what they put into 3LEG is irrelevant – they got 30% of the equity for that. I am not saying anyone is misled about the deal with Oxi – it has been signed off by all concerned but it is wrong.
It is the 3Leg/SalvaRx deal that stinks.Mellon is a director of 3Leg. Yet he invests 700k of his own money in SalvaRx which spends 510k to buy 60% of Oxi. Just weeks later he sells that asset to the PLC where he is on the board in fact where he runs the show for 215k in cash and £8.8m in shares. Cant you see why this is wrong at every level? It givens Mellon not the PLC which he is meant to be running the mega uplift.
T
t
Drunken Sailor
Tom it is not irrelevant you have to add up all the inputs and then look at the overall outcome. To be really fair you need to look at the outcome when the lock in period is finished.
You have been saying for months, and I agree, shitty little AIM investment companies should all do RTOs. Well this is the nature of those RTOs. There have been far worse and far stinkier ones done in the AIM shell game.
There would have been far less money for crony capitalists and nothing for 3 Leg shareholders if Jim had IPOed SalvaRx directly on the standard list as an investing company, which is what it is. A shitty little AIM investing company has RTOed to be a shitty little AIM investing company. It could have RTOed some other over valued shit. The shit has to be over valued for the game to work – there is too much baggage with the shell for it to be any other way.
Mellon could have ended up with exactly the same uplift in interest by paying less for the acquisition, but at a lower price for the shares. The fact that they managed to place the shares at the acquisition price is what drives the whole thing. No bucket shop placing – there were enough real investors who felt it was a good investment at the price. If they had not been able to do the placing at that price then the acquisition price would have been lower, but Mellon would still have the same interest, the crony capitalists would still have the same fees, the people who lose out are the existing shareholders.
Have you read the admission document? Is there anything false or misleading in it? Are you going to retract your statement that it should be pulled and redone?
I do not think much of the AIM shell game. I think AIM companies that go bust should have the assets flogged off to pay creditors and the listing should not be recycled – it is worthless when you look at how much needs to be paid to clean out the shell and then keep it alive while you do an RTO and the costs of the RTO. That is what is really wrong about this. I am not going to start spouting crap about personal vendettas, but we live in an imperfect world where this particular case is nothing out of the ordinary, and I am glad those Drs and Professors are still working on their promising cancer cure.
We can have a whole great debate on how University research should transition to the commercial world, at what point and what are the best mechanisms for doing it. I am sure you agree that for break throughs to benefit society that is what must happen. Doing it via the AIM shell game is better, at least, than seeing promising research die through lack of funding.
60 Mins until G&T whilst watching the sun go down.
Drunken Sailor
I, like Tom, believe in capitalism.
Capitalism is based on Greed – Greed is good.
Capitalism is based on Market Forces. The value of something at a particular point in time is what people are prepared to pay for it.
The price people are prepared to pay can be distorted by fraud, lies and misleading statements – that is not the case here.
Thus the placing price matching the acquisition price in full knowledge of the terms and the details of what is being acquired for how much means what is being paid for the acquisition is right.
2 people have put in their own capital – it is wrong to keep talking as if it is just Jim Mellon. They have been instrumental in enabling the whole chain of events, both with money and effort. Without them everyone loses.
They have taken a risk, they are still taking a risk with their own money and they are still making a contribution with their own effort to turn that risk into a reward. They have not had their reward in returned cash yet. They have stacked things in their favour but could easily still lose. It would be a really crap entrepreneur (eg Piers Linney)
who did not.
The people who have actually taken the biggest risk are those who have ponied up for the placing and in doing so have set what the whole thing is worth.
Now let’s see how the whole thing plays out over the next 12 months plus. I think the shares will be around 90% down at that time. However in 5 years time they could be 100% down or over 1000% up. I think the probability of the latter is very slim, however it would not just be good news for all investors, it would be good news for mankind because it would mean a genuine break through in the treatment of Cancer had been made.
Only a socialist could see this being wrong on every level – maybe the Bennite genes are being activated.
Anyway, can’t be bothered to wait another 20 mins for that G&T. It is a Friday and I can always pour another one or 2 ready for sunset.
wildrides
Duck ……….. deffo a case of who groomed who for what ?
Men with their brains in their dick ……… what can you do with them ? Its good to be over the age of still being shackled to a fecking lunatic . He knew what he knew , risked it all and lost , so the law cant be an ass in this case . Bang to rights I say . He could have just waited till 16 or 18 or better still 21 or even better still ……….. stayed home with the very attractive wife and his child . Its a very short step from normal life to a complete and utter feck up when gonads get involved in events .