interest calculation on debt, page-3

The word on the street is that ASIC has been in contact with a number of people regarding the method of interest calculation for the debt owed to PPN by Trimble's company, Metropolis City Promotions Pty Ltd [MCP].

I mentioned is a previous post that interest had not been charged on the accrued interest and that this was contrary to the Loan Facility Agreement (LFA) dated 13 June 2003. In other words, capitalised interest and a daily compounding method of calculation is required and not the straight-line method which has been adopted in all annual reports to date.

Under the terms of the LFA, interest “will accrue from day to day during each Interest Period and be calculated daily on the basis of a year of 365 days and the actual number of days elapsed” (clause 5.1). The former bookkeepers, accountants and auditors need to explain why they allowed the incorrect method of interest calculation to be applied for so long despite my having raised this at AGMs.

The original loan period expired years ago but compliant nominee directors granted MCP a number of extensions. Trimble advised shareholders in 2009 that he had made no interest payments on his debt after 2003. Over the years, there were some dividends offset against the debt. On our calculations, the amount Trimble owes PPN would be around $3.55 million as at 30 June 2014. This would be around $650,000 more that the amount stated in the last set of accounts.

Trimble's most recent extension to repay the debt expired on 30 June 2014. As there is no longer a quorum of compliant nominee directors to grant another extension, Metropolis City Promotions Pty Ltd [MCP] is now in default.

Trimble executed the 2003 LFA on behalf of Cameron Lane Pty Ltd, Clover Dale Pty Ltd, The Daily Planet Australia Pty Ltd and MCP Investments Pty Ltd as Guarantors for the MCP debt. If MCP has insufficient assets to cover the debt, then the Guarantors are liable.

As Cameron Lane Pty Ltd is the registered holder of the 26+ million shares that have kept Trimble in power since 2003, the ball game has now changed. My reading of the PPN constitution is that PPN now holds a Lien over the Cameron Lane shares and that Trimble cannot vote those shares until the debt has been repaid.

PPN has made no announcement concerning the debt or whether Trimble will be stepping aside pending resolution of the debt default.

The word on the street is that PPN's accountant & auditors are wearing ASIC like an ill fitting suit, so watch this space as things may happen very quickly, particularly if shareholders follow their legal advice and proceed with a Statutory Derivative Action in the Supreme Court.

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