DMC design milk co limited

Ann: Appointment of voluntary administrator , page-64

  1. 7,746 Posts.
    Joewolf, if the con note is going to result in the holder owning more than 20% or in this case 25.2% then you need an asx waiver and/or shareholder approval. Companies like KAB and NKP are examples. Even GGP got approval for their cancerous notes.

    When you use La Jolla you can often avoid the shareholder approval by utilising the 15% rule and ratifying it every year. And get a waiver with no effort buy having a clasue in the termsheet that La Jolla will not exceed 19.9%. Often the level is even lower. I see 9.9% regularly. But then you are forcing them to sell.

    In Copulos situation, he doesn't want to sell. And cant due to lack of market. So if he cant convert it is hardly a convertible note. Makes it an ordinary loan. Which does make you think the story he told dividob about loaning $100k is accurate.

    Debt its 100% at the descretion of directors. Though it must be on commercial terms. So they could in theory borrow more from Copulos.

    It also makes sense that Copulos wanted debt over equity if we are correct that he may privitise the company. I wonder if it was secured over any assets or income streams?

    Rather than say Copulos would "support" the rights issue. They really should have said Copulos has "agreed to participate fully" in the rights issue.

    Where they stuffed up and confused everyone was with their explaination of "raise full $1.5mil" and how Copulos 'may' buy more than his entitlement.

    Underwriters are one of the only and easiest ways to exceed the 20% rule. So if Copulos really wanted more shares he should have been underwriter. So he didnt want more is the conclusion. Why? Other motives maybe?

    Are we still chasing LJ? Or did we settle for the outstanding loan amount?

    We should also chase the sophs. The mandate was for $500k but we only got $400k. After fees what did we get?

    And the $110k notes that wanted to be paid back. What are the terms? Cant INT force conversion or do conversion rights rest solely with the holder? Why pay them money if we could just give them worthless shares instead?

    If INT ever relist, we need a recapitalisation. All notes must convert including the $400k from Copulos. And the note holders would own the company. Then consolidate. Buy bak small parcels. Start all over.
 
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