Ann: Trading Halt, page-44

Thank you danbradster.

I was becoming increasingly frustrated simply reading the posts on this this thread from the beginning. Congrats to yourself, AlCp and a couple of others for some common sense analysis and some financial context to RFG current and ongoing precarious position.

I am a relatively small holder in RFG having purchased multiple holdings in multiple entities 6 months or so ago, specifically awaiting a capital raise. (I genuinely empathise with those who have invested more significant sums in earlier years).

Subject to the institutional component collecting the $150m, I expect to buy in at the full SPP across each of my holdings, essentially achieving the same equity participation rate as the instos, but having risked just a fraction of the cost as a retail investor. I am quite prepared for a very significant investment, if it goes towards the company's plan. I will not buy any further shares on market, just to hand the money to someone who wants out.

Having invested over many decades, there is a litany of corporate carcusses that have died on the vine, strangled by too much debt and inability to raise capital. Then there is a much shorter list of good businesses resurrected by a good management team, a focussed business plan, some savage corporate pruning and lenders who are prepared to take a debt haircut rather than a dead loss.

I have been lucky to find a few of the resurrected businesses over the years, the last big fish was rare earths producer LYC going for a song a couple of years ago (4c adjusted price of 40c) now trading at $2.50. Before that my favorite, ELD that looked a lot like RFG selling for 15c (pre-recapitalisation and capital reconstruction) to recover to over $9.00, 5 years later. (Those interested to learn should look these companies up, and see what they did over time). Investors should note that RFG CEO Peter George successfully recapitalised Asciano a decade ago, another stock I remember fondly).

There are a few others that have worked very well that allowed me to recoup all of my losses in the many many other spec shares I have owned that simply died. Amongst the many stocks I lost 100% of my capital, each had good ideas/products but lacked the capital to realise their commercial value.

RFG is an interesting business in an industry undergoing significant competition and regulatory scrutiny.

It is a tough gig to be sure, and the founding CEO (Tony A) was a very aggressive player with possibly questionable motives and morals. His growth ambitions crushed the franchisees and the business. I think the press has covered those issues pretty well. Nevertheless, the underlying buinesses although often gauged, were businesses that could be profitable for both franchisee and franchisor in an equitable split. That fact, and the RFG leadership of Peter George are the main reasons drawing me to invest earlier this year. The important ingredients to whip up a tasty delight, so to speak, appear to be present.

This business would sink or swim at the whim of its major creditors/lenders. The re-capitalisation proposal tells me the lenders are prepared to share some of the pain of the shareholders. This re-alignment of objectives means there is a reasonable chance that RFG could restore much of the value that has been destroyed, and at least help small shareholders recoup some of their losses.

To any smaller holders resenting the dilution of the proposal, I must remind you that being a residual owner of 100% of nothing, is a very bitter pill to swallow. I can say that with personal experience many times over. Any dream you may have held of making money from RFG is over. Your goal should be, if at all possible, to see a chance to restore value in a stock that is worthless without the big guys providing a lifeline.

Try not to view the re-capitalisation as you being screwed, but instead you are being offered a financial life raft. I cannot guarantee the proposal will get off the ground or that any value can be restored, but at least the remnants of this business can make the latter a real possibility. Subject to each person's financial circumstances, if you can take up stock via the SPP do it or you will be diluted into oblivion. 1.5bn - 1.6bn shares is a lot to add to the issued equity. In time, expect a 1 for 10 or 1 for 15 reverse stock split / share consolidation. This will magically reduce the number of shares you own but increase the share price by the same factor. It is the most common outcome of all successful re-capitalisations.

As far as RFG itself is concerned, intangibles the biggest asset making up the stock's value are essentially worth nothing, except if the company remains a going concern. The proposal despite possibly making a lot of money for the big guys, also carries great risk, which they don't have to shoulder. Our shares could be worth nothing and they could walk away and pick up the residual goodwill for a song off a liquidator.

Let's try and remember that. But, if ithat opportunity exists for them, it also exists for all existing shareholders. If the business you first invested in is the one that you feel still exists, step up to the plate. With a fraction of the debt burden remaining, and an expected EBITDA of $40m p.a. the business opportunities and profitability could be restored. This SPP could be your best chance to claw back some of the paper losses most people are sitting on.

I am old. I don't want to preach I just want to inform others if I can, that having suffered bitter lessons I, along with many others here, have turned that learning into the making some serious money.

This is not financial advice. Please do your own research. Don't deny others making a dollar if you are invited to also do so.

Good luck to all. I really hope that the company can secure the $150m placement and get this struggling business back on track for all stakeholders and franchisees to prosper from,