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He resigned from uk subsidiary, not the main company?
Resigned from CANADIAN OVERSEAS PETROLEUM (UK) LIMITED.
Not Canadian Overseas Petroleum Limited?
Are they different or the same? Thanks
I think the $135m liability is a combination of the SL debt, Hedge refinance and bond liabilities mentioned in the last management update, with the bonds value being adjusted up following the latest refinance terms.
They had access to nearly 50% following the recent share issuance but didn’t bid.
Looks like July last year.
Wonder what they would make of all the info shared today.
At least Anavio won’t be dropping the price again at the last minute.
6th September:
‘Other terms connected with the Financing include:
· Completion of the Financing is expected prior to the end of September 2023 and is intended to sufficiently fund COPL in to the first quarter of 2024 for production growth and to conclude the previously announced joint venture (the "Joint Venture") negotiations.
· The Common Shares are being purchased at a price of 4p per share by Anavio Capital Partners LLP or an entity or entities associated by it (the "Purchaser").
· The Company will grant the Purchaser 69,721,116 warrants to purchase Common Shares at a price of 4p per share, expiring August 26, 2027.
· The conversion price of the Bonds (as defined below) will be amended to a price of 4p ($0.0502) per conversion share.
· The exercise price of the existing warrants expiring on August 26, 2027 will be amended to a price of 4p.
· Anavio and the Company have agreed to discuss a possible reduction of the quantum of payment of any "Make Whole Amount" under the terms and conditions of each of its 2027 Bonds and 2028 Bonds (each as defined below), provided a satisfactory Joint Venture is entered into by the Company, hence reducing potential dilution.
· The Company will appoint one additional independent non-executive director to be nominated by the Purchaser by no later than November 1, 2023.
· The Directors have agreed to waive all cash payments for services during 2023 (expected to total approximately $0.5 million) in order to assist with the liquidity management and cost cutting at the Company. The existing Directors will instead each receive one 2028 Bond to be issued by COPL. These bonds will be issued on or around December 31, 2023. In connection with such bonds, the Directors will not have: (i) voting rights; (ii) the ability in the first year to convert such bonds into shares in the Company; (iii) the ability in the first year to receive shares in the Company in lieu of cash payments of principal or interest under the bonds; and (iv) the ability in the first two years to receive shares in the Company in lieu of make whole payments in the event of a bond redemption.’
Today:
‘The Board members have gained no benefit from the Fourth Anavio Financing and the Fifth Anavio Financing. COPL has not issued bonds to any of the directors who have not been compensated at all for their work in 2023. In fact, the Board has disclaimed any right to bonds. The Board's intention in September of last year (when the issue of bonds to directors was proposed) was to preserve liquidity at the Company which was a reasonable exercise of their business judgement and demonstrably beneficial to COPL.’
‘Terms connected with finance’ in September include ‘the directors will instead each receive one 2028 Bond to be issued by COPL’. How do you now say this didn’t happen when it was a condition at the time and presumably part of the decision making process for the directors agreeing to the te
Are they suggesting the directors didn’t get anything in writing in September saying bonds instead of cash payments, they just went with a verbal assurance? Sound likely?
Anavio have form for acquiring shares in a company and signing an undertaking to sell them onto another company. Bidco/BTG I think in the past.
I am not sure AM will provide a short term loan with Anavio still involved. Perhaps if they agree to go (somehow) he’ll oblige. Would be great if he did.
‘Immediately following the Second Disposition, Anavio held 46 units of 2027 Bonds and 47 units of 2028 Bonds, convertible on their terms, in the aggregate, into 586,750,764 Common Shares (representing, in the aggregate, approximately 33.1% of the issued and outstanding Common Shares), and 230,791,523 Warrants (representing approximately 13.0% of the issued and outstanding Common Shares), in each case, calculated on a fully-diluted basis, and did not own or exercise control or direction over any Common Shares.’
$15m capital tied up in the bonds currently. Do they convert now at 2.6p, and may not be able to sell that volume of shares anytime soon?
Do they convert the corresponding conversion payments at this very low attractive price and have even less chance of moving them on the short term?
If it were a possibility, do they accept the bond redemption terms and get their money back plus the c.20% premium?
Do they put up more money to see copl through the next few months?
Do they do nothing?
Do they do something else?
‘The Company will provide a further update before year end regarding its strategy relating to the development of its Cole Creek and Barron Flats Shannon Units.’ - 18/12/23.
Hopefully this is still coming.
If fraud, how did it get by the CFO, otherwise, how still in a job?
Maybe something else then?
I believe they have to have a minimum of 3 Directors so that may be why he’s still there - so the company can continue until he’s replaced.
3 needed I think
Getting close to nominal SP ( if I understand it correctly) possibly isn’t helping the situation.
Https://twitter.com/contangoplc/status/1688793585003470848?s=46&t=xoxWP2VIgEGHTuVA9rjgaQ
Https://twitter.com/sillysodson/status/1688642326292316161?s=46&t=xoxWP2VIgEGHTuVA9rjgaQ