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SB45

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Everything posted by SB45

  1. I recently read a bit about PEM, tried to check this forum for Pembury but no luck. I have looked at their prospectus, though never participated on the IPO, and read their recent results. , read up on their directors ( nothing scandalous or bad social media comments seems to pop up), I guess now they have to prove themselves. I have to say that, its a long way to go for this one, interestingly the company indicates their NAV at 39c, from the 100c they started with that's a huge premium for hope. Anyone used a different valuation of late and what your figures are showing? What I do like is that they want to be the "Shoprite/Checkers" of private schooling as opposed to what we have seen of late with Curro and Advtech and their fees. I like how they have followed through with what they said they would do upon listing. They have bought over the Retirement Villages and on the new schools coming on line next year. The biggest concern is, it seems the money raised on listing only covered just a fraction of their required Capital going forward. Meaning shareholders will nanny this one for a few years as seen with Curro except they had PSG as big daddy. Apart from the BMF and their 15% stake, as far as I know there is no other shareholder with the fire power of your PSG -> Curro. Read of the rumour that L4L observing this one, maybe to see management record....). If some bigger shareholder takes them over, chances for delisting ? Any other views and thoughts?
  2. SB45

    Pembury Lifestyle Group (PEM)

    Closed at 20c, 60% down...I hope you sold some Red, you can always re-enter at a lower price later on at 1c (if you are a true believer in this management) ......., sold at 32 earlier in the morning...the bulk of the shares still remains.... Average for me is 27c, so if I let go I will lose 7c/share at closing price + fees... I was long on this one but after the AGM...I lost all confidence in the management, the business has tons of potential but under these clowns I'm out .
  3. SB45

    Pembury Lifestyle Group (PEM)

    PEM is Trading again.......lets see which way it goes.... PEM 201811210014A Clarification Announcement and Lifting of Suspension PEMBURY LIFESTYLE GROUP LIMITED (Incorporated in the Republic of South Africa) (Registration number 2013/205899/06) (“PL Group” or “the Company”) ISIN Code: ZAE000222949 JSE Code: PEM CLARIFICATION ANNOUNCEMENT AND LIFTING OF SUSPENSION Following the JSE’s review of the Annual Report issued for the year ended 31 December 2017 ahead of the lifting of the suspension of the Company, in accordance with a request from the JSE, shareholders are advised of the make up of the R140 million worth of shares issued by the Company at the time of listing, which is summarised in the table below: Details R Extinguishing of liabilities with property vendors and other third parties by way of agreed uptake (as opposed to cash) as part of the Preferential Offer as defined in the Prospectus: - property vendors (see analysis below) 61 000 000 - other third parties: 9 000 000 Capitalisation of Shareholder Loan 18 947 060 Cash 51 402 940 Total 140 000 000 The main differences between the Prospectus and actual events are as follows: • As announced on SENS 18 April 2017, the Hartbeespoort Property remained as a finance lease asset with the finance liability remaining with Company of approximately R22 million; • The Vendor Loans of R24 million from Zephan Properties Proprietary Limited (“Zephan”) against two properties (Willow View and Northriding), which were to attract interest at 15%, were settled in full through the issue of 24 million shares at R1 per share ahead of the listing; • A higher shareholder loan was capitalised as opposed to the R10 million envisaged in the Prospectus, as detailed in the interim results for the six months ended 30 June 2017. Per the prospectus, a summary of properties acquired or to be acquired by PLG Properties in terms of the Acquisition Agreements is listed below. These properties are all occupied by PLG Schools: Purchase Balance Vendor Net Cash Independent Price Deposits Owed Loans Owed Valuation Property R’000 R’000 R’000 R’000 R’000 R’000 Raslouw 1 and 2 16 650 700 15 950 - 15 950 28 100 Springs R3 500 200 3 300 - 3 300 9 000 Hartbeespoort 22 000 2 500 19 500 - 19 500 40 000 Allens View 7 500 500 7 000 - 7 000 15 000 Mellow Oaks 12 250 1 000 11 250 - 11 250 23 500 Randfontein 6 000 1 000 5 000 - 5 000 12 500 Willow View 34 000 - 34 000 10 500 23 500 32 500 Northriding 35 000 - 35 000 13 500 21 500 36 200 TOTAL 136 900 5 900 131 000 24 000 107 000 196 800 Certain of the above property acquisitions provided for deferred payment terms of all or a portion of the above amounts. Based on the liabilities settled with property vendors and cash amounts paid, the updated summary is presented below: Settled Settled by from way of Balance Vendor Net Cash cash agreed Total Balance Owed Loans Owed proceeds uptake settled owed Property R’000 R’000 R’000 R’000 R’000 R’000 R’000 Raslouw 1 and 2 15 950 - 15 950 15 950 - 15 950 - Springs 3 300 - 3 300 - - - 3 300 Hartbeespoort* 19 500 - 19 500 - - - 19 500 Allens View 7 000 - 7 000 - - - 7 000 Mellow Oaks 11 250 - 11 250 6 450 4 800 11 250 - Randfontein 5 000 - 5 000 - 2 200 2 200 2 800 Willow View 34 000 10 500 23 500 7 500 26 500 34 000 - Northriding 35 000 13 500 21 500 7 500 27 500 35 000 - TOTAL 136 900 24 000 107 000 37 400 61 000 98 400 32 600 * - continues to be owned by way of a finance lease The transfer of the two properties acquired from Zephan has taken longer than expected but is now expected to be finalised before 31 December 2018. However, the Group has had all the risks and rewards of ownership of Willow View and Northriding with effect from 1 April 2017. Any fair value adjustments or impairments as detailed in the prospectus will only be recognised on transfer of the properties. The other third parties are detailed in the table below: Name Amount (R) Mr Lourens Martinus Brits 500 000 Arbor Capital (Capital Raising fee) 3 500 000 South Central Manufactures (Pty) Ltd 5 000 000 TOTAL 9 000 000 Shareholders are advised that the JSE has accordingly agreed to the lifting of the suspension in trade in PL Group securities. BY ORDER OF THE BOARD Johannesburg 21 November 2018 Designated Advisor Arbor Capital Sponsors Date: 21/11/2018 08:29:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of the information published on SENS. The JSE, their officers, employees and agents accept no liability for (or in respect of) any direct, indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on, information disseminated through SENS.
  4. SB45

    Pembury Lifestyle Group (PEM)

    This means suspension will not be lifted this year, this is clear, taking from the slow pace this company takes to resolve matters.
  5. SB45

    Pembury Lifestyle Group (PEM)

    PEM 201811140024A Update on Acquisition of Finch Haven PEMBURY LIFESTYLE GROUP LIMITED (Incorporated in the Republic of South Africa) (Registration number 2013/205899/06) (“PL Group” or “the Company”) ISIN Code: ZAE000222949 JSE Code: PEM UPDATE ON ACQUISITION OF FINCH HAVEN Shareholders are referred to the announcement published on SENS on 2 February 2018, wherein it was advised that PLG Properties, a wholly owned subsidiary of PL Group had entered into an agreement with Finch Haven Retirement CC, (the member of which is Mr N Georgiou) to acquire a property in Fairland for a total purchase consideration of R16 million (“the Acquisition”). The property has not yet been transferred to the Company. Shareholders are advised that the Acquisition has subsequently been identified as an indirect related party acquisition from a former material shareholder as per the definitions and section 10 of the JSE Listings Requirements and will therefore require a fairness opinion from an independent expert. Should the Acquisition be found to be unfair, shareholder approval will be required in General Meeting. A further announcement will be made in due course. By order of the board Johannesburg 14 November 2018 Designated Advisor Arbor Capital Sponsors Date: 14/11/2018 09:15:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of the information published on SENS. The JSE, their officers, employees and agents accept no liability for (or in respect of) any direct, indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on, information disseminated through SENS.
  6. SB45

    Pembury Lifestyle Group (PEM)

    PEM 201811140021A Notification in terms of Section 122 of the Companies Act, 2008 (No 71 of 2008) ("The Act") PEMBURY LIFESTYLE GROUP LIMITED (Incorporated in the Republic of South Africa) (Registration number 2013/205899/06) (“PL Group” or “the Company”) ISIN Code: ZAE000222949 JSE Code: PEM NOTIFICATION IN TERMS OF SECTION 122 OF THE COMPANIES ACT, 2008 (NO 71 OF 2008) (“THE ACT”) Shareholders are advised that in compliance with Section 122 of the Act and in accordance with Section 3.83(b) of the Johannesburg Stock Exchange’s (“JSE”) Listings Requirements, the shareholding of Zephan Properties Proprietary Limited’s reduced from 15.7% to 7% with the sale of 30 000 000 shares to The Black Management Forum Investment Company Limited (“BMFI”) as announced on 27 July 2017, before the issue of new shares to BMFI. The shareholder has been requested to submit the necessary forms to the Company, which will then be submitted to the Takeover Regulation Panel. BY ORDER OF THE BOARD Johannesburg 14 November 2018 Designated Advisor Arbor Capital Sponsors
  7. SB45

    Pembury Lifestyle Group (PEM)

    No Ranger, with these amateurs, not the case. You call them they will shift the blame to the JSE "its up to the JSE Sir"
  8. SB45

    Pembury Lifestyle Group (PEM)

    Amateurs....how about a SENS that the suspension has been lifted? PEM 201811060029A Advice of Legal Matter PEMBURY LIFESTYLE GROUP LIMITED (Incorporated in the Republic of South Africa) (Registration number 2013/205899/06) (“PL Group” or “the Company”) ISIN Code: ZAE000222949 JSE Code: PEM ADVICE OF LEGAL MATTER Shareholders are advised that the Company has incorrectly been cited as owing an amount of R483 765.00 to Artificial Grass SA Proprietary Limited (“AG SA”) for work which was carried out at two of the schools, namely PLG Willow View Academy and PLG Raslouw Academy. The work was contracted by Kygoway Proprietary Limited (“Kygoway”), which company does the construction work for the schools and retirement villages. There is currently a dispute between AG SA and Kygoway around the quality of the workmanship. However, AG SA has applied for the liquidation of the PL Group as a means of enforcing payment of a debt due by Kygoway. PL Group is not a party to the transaction and has not been invoiced by AG SA for the subject-matter claims. This matter is being defended by the PL Group. By order of the board Johannesburg 6 November 2018 Designated Advisor Arbor Capital Sponsors Date: 06/11/2018 01:10:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of the information published on SENS. The JSE, their officers, employees and agents accept no liability for (or in respect of) any direct, indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on, information disseminated through SENS.
  9. SB45

    Pembury Lifestyle Group (PEM)

    PEM 201811050039A Results of the Annual General Meeting ("AGM") and Change to the Board PEMBURY LIFESTYLE GROUP LIMITED (Incorporated in the Republic of South Africa) (Registration number 2013/205899/06) (“PL Group” or “the Company”) ISIN Code: ZAE000222949 JSE Code: PEM RESULTS OF ANNUAL GENERAL MEETING (“AGM”) AND CHANGE TO THE BOARD Shareholders are advised that the Company’s AGM was held on Thursday, 1 November 2018. Details of the results of voting were as follows: Total number of shares in issue at the date of the AGM: 400 587 500 Total number of shares represented at the AGM: 294 644 821 Total percentage of shares represented at the AGM: 73.55% The resolutions proposed at the AGM, together with the percentage of votes carried for and against each resolution, are set out below: Number of votes For Against Abstain Total Votes % % (% of issued (excluding share capital) abstentions) Ordinary Resolution Number 1 – 294 171 991 73 830 399 000 294 245 821 Presentation and acceptance of 99.97% 0.03% 0.10% 73.45% annual financial statements Ordinary Resolution Number 2 – 176 163 840 118 097 981 383 000 294 261 821 Director appointment – NZ Mthembu 59.87% 40.13% 0.10% 73.46% Ordinary Resolution Number 3 – 76 166 840 218 094 981 383 000 294 261 821 Director retirement and re-election – 25.88% 74.12% 0.10% 73.46% B Moyo Ordinary Resolution Number 4 – 233 862 537 60 399 284 383 000 294 261 821 Director retirement and re-election – 79.47% 20.53% 0.10% 73.46% GN Waters Ordinary Resolution Number 5 – 293 646 369 607 452 391 000 294 253 821 Re-appointment and remuneration of 99.79% 0.21% 0.10% 73.46% Auditors Ordinary Resolution Number 6 – 75 966 840 218 294 981 383 000 294 261 821 Appointment of Audit and Risk 25.82% 74.18% 0.10% 73.46% Committee member – B Moyo Ordinary Resolution Number 7 – 235 767 037 630 452 58 247 332 236 397 489 Appointment of Audit and Risk 99.73% 0.27% 14.54% 59.01% Committee member – C Hechter Ordinary Resolution Number 8 – 293 619 369 642 452 383 000 294 261 821 Appointment of Audit and Risk 99.78% 0.22% 0.10% 73.46% Committee member – L Brits Ordinary Resolution Number 9 – 235 880 789 545 700 58 218 332 236 426 489 Endorsement of Pembury’s 99.77% 0.23% 14.53% 59.02% Remuneration Policy Ordinary resolution Number 10 - 235 780 789 645 700 58 218 332 236 426 489 Endorsement of the implementation of 99.73% 0.27% 14.53% 59.02% Pembury’s Remuneration Policy Special Resolution Number 1 – 293 487 243 830 578 327 000 294 317 821 General authority to allot and issue 99.72% 0.28% 0.08% 73.47% shares for cash Special Resolution Number 2 – 235 434 289 58 883 532 327 000 294 317 821 Authority to issue shares or rights that 79.99% 20.01% 0.08% 73.47% may exceed 30% of voting power Special Resolution Number 3 – 248 928 292 45 397 529 319 000 294 325 821 Ratification of non-executive director’s 84.58% 15.42% 0.08% 73.47% remuneration – NZ Mthembu Special Resolution Number 4 – 293 612 121 711 700 321 000 294 323 821 Non-Executive directors’ remuneration 99.76% 0.24% 0.08% 73.47% Special Resolution Number 5 – 293 780 243 491 578 373 000 294 271 821 Financial assistance in terms of Section 99.83% 0.17% 0.09% 73.46% 44 of the Companies Act Special Resolution Number 6 – 293 780 243 491 578 373 000 294 271 821 Financial assistance in terms of Section 99.83% 0.17% 0.09% 73.46% 45 of the Companies Act Special Resolution Number 7 – 236 077 659 58 221 162 346 000 294 298 821 Ratification of repurchase of shares 80.22% 19.78% 0.09% 73.47% Special Resolution Number 9 – 235 248 807 57 897 162 1 498 852 293 145 969 General authority to acquire 80.25% 19.75% 0.37% 73.18% (repurchase) shares Shareholders are advised that special resolution number 8 was not proposed. Shareholders are further advised that ordinary resolution numbers 3 and 6 were not approved and accordingly Mr Moyo retires from the Board and as a member of the Audit and Risk Committee. This retirement will result in a vacancy on the Audit and Risk Committee. The Board will commence with the process of identifying candidates to fill this vacancy in order to ensure the correct composition of this Committee. By order of the board Johannesburg 5 November 2018 Designated Advisor Arbor Capital Sponsors Date: 05/11/2018 01:20:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of the information published on SENS. The JSE, their officers, employees and agents accept no liability for (or in respect of) any direct, indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on, information disseminated through SENS.
  10. SB45

    Pembury Lifestyle Group (PEM)

    Just a quick take on the AGM yesterday. The AGM took place in a restaurant in Randburg, not really a conferencing setting, not well attended I would say. The place was noisy, restaurant staff moving and chatting, trucks passing by, one could hardly hear the topics discussed & answers given (1st half). Quite poor from my perspective. We could have even used one of their school halls to be honest, with a microphone and a speaker, they are a start up after all. No need to go fancy, but the quality could have been better. Questions asked for for me were not answered in a satisfactory and comforting manner. Issues of liquidity for example, as stated in the reports that the “going concern” topic is an issue.....Management + Directors could not answer how long the company will be able to go on with the cash they have in the bank or that they generate. In my books they are in over their heads. Concerning to me me was also the topic of the suspension, Management and directors do not know when the suspension will be lifted. When I called last week, I was told this any time this week, but did not happen. Why concerning ? Well the CEO indicated they are not able to continue with the schools expansions due to the fact that they cannot raise capital as a result of this suspension. Then they shift the blame....it’s up to the JSE when the suspension will be lifted. They further more placed the blame on the previous Finance person that they appointed for the delay in results, trying to give comfort with the fact that the person is no longer with the company. In my books they didn’t take accountability at all. In in terms of regulatory understanding....zero....willingness to get up to speed, I did not see it. Shareholders in this company are taken for ****. Rookie mistakes point me to this conclusion. PEM is a great idea, with potential but being run by incapable management. I will salvage what I can if trading resumes....much more better opportunities in the market. One cent is coming for this one. Too many wrongs and they don’t know how to fix it and not willing to get help to do so.
  11. SB45

    Pembury Lifestyle Group (PEM)

    Lentil your stop loss will let you know
  12. SB45

    Pembury Lifestyle Group (PEM)

    Half Year Results are out. Lets how quick the suspension is lifted http://www.sharedata.co.za/v2/Scripts/News.aspx?c=PEM
  13. SB45

    Pembury Lifestyle Group (PEM)

    I am also dumping this one Slim...the opportunity cost a bit to high with the tied up cash with no direction. Might re-enter if management changes later on.
  14. SB45

    Pembury Lifestyle Group (PEM)

    Does anyone have any infor on when the suspension will be lifted. PEM management is very hard yo get hold off
  15. SB45

    Pembury Lifestyle Group (PEM)

    Red, with these clowns ? I doubt it. They still owe us half year results. This company needs a major shake up, now they will even find it harder to ask shareholders for money to expand, which they will need to make this work but won’t admit yet
  16. SB45

    Pembury Lifestyle Group (PEM)

    Anyone knows when the suspension will be lifted?
  17. SB45

    Pembury Lifestyle Group (PEM)

    "The financial information on which this trading statement is based has not been reviewed or reported on by the Company’s auditors." - Results not ready and will NOT be published tomorrow. "The Company’s financial results are expected to be released on SENS on or about 20 September 2018. " - This is a lie we have seen many times before. No mention whatsoever about their engagement with the JSE in having the suspension lifted. Corrections to the trading statement, imagine how many corrections we are going to have with the full set of results. These amateurs have no clue. They need to be booted out. Trematon could give us this schools and retirement villages combo, in a much better professional manner.
  18. SB45

    Pembury Lifestyle Group (PEM)

    "Apparently" Wednesday is the day from the PEM guys.....don't hold your breath
  19. SB45

    New JSE listings

    Ranger and Noobly, It seems you gave a great call on Libstar a few months back ? https://www.businesslive.co.za/fm/money-and-investing/2018-09-13-libstar-food-for-thought-over-listing/
  20. SB45

    Pembury Lifestyle Group (PEM)

    No ways BMF does not know what's going on along with other Fund Managers. I remember Anthony tweeting about the status after he gave them a call. These companies treat the big boys differently than small guys. Perhaps one should call and pretend to be from an big institutional investor perhaps we will get to speak to the CFO or CEO as they are always not available to answer. Just wondering what scheme they are cooking to prop up the share price once it starts trading again....im certain it will crash big time.
  21. SB45

    Dischem share price

    Holding on to this one as well...hoping for no dumb things in future..long term hold...
  22. SB45

    Pembury Lifestyle Group (PEM)

    Red preparing a sell order?
  23. SB45

    Pembury Lifestyle Group (PEM)

    While PEM is struggling to issue results for 2017........... https://www.moneyweb.co.za/news/companies-and-deals/advtech-builds-scale-in-the-tertiary-sector/
  24. SB45

    Pembury Lifestyle Group (PEM)

    Quite Correct Ranger, this is a disaster. PEM is not a complex business for them to delay so long to issue the results. This going straight to 1c I foresee. Conclusion is they are liars. If its not a board meeting, its a meeting with the auditors. They are absolutely useless, for a start up to take this long in making results available. The CFO is supposed to be familiar with complex accounting matters as marketed by PEM based on previous experience. How things have unfolded it does not seem so. Something very bad is brewing here. On what basis did they issue the Trading Statement if the results are not anywhere near ready. They give shareholders no information on the progress of their own set targets to get this ship back on course.
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