Each one in plain English, with the numbers worked through for a shareholder.
25 Nov 2022other● Neutral
AGM address from the CEO: the Singapore Court of Appeal heard the Bayan case on 17 October 2022 and reserved judgement, expected early 2023. He also says talks are under way on Queensland and Northern Territory tenements, with news hoped for soon.
2021/22 annual report: EBITDA loss of $3.3M versus $9.8M a year earlier, mostly from lower Bayan litigation costs. Of the $5.3M Mountainside sale price, $3.0M has been received and $2.6M is expected by end of calendar 2022. Appeal hearing was set for 17 October 2022.
Filing of the FY2022 Corporate Governance Statement and Appendix 4G, which confirms the statement is on the company website and approved by the board as at 28 September 2022. Administrative; no new business information.
Full-year statutory accounts to 30 June 2022. The readable text shows the group's activities as BCB coal technology, mineral exploration and the Bayan litigation, with no dividend. Figures are not readable in the text shown.
The Singapore Court of Appeal allowed BCBCS to bring fresh evidence, including the rise in coal prices since trial, in its appeal against the Tranche Three findings. The remaining appeal issues will be heard between 10 and 17 October. This keeps the damages claim alive; no final result yet.
10 Aug 2022security holder rights change● NeutralMajor
Notice of the 30-for-1 share consolidation: about 1,217M shares become about 40.6M, with options and incentive rights also consolidated. Option exercise price rises to $5.802. Trading in new securities starts on a deferred basis on 31 August 2022.
9 Aug 2022capital raising announcement● NeutralMajor
The entitlement offer closed raising $4.43M before costs from 442.5M new shares at $0.01, well short of the $7.745M maximum. About 332M shares went unsubscribed, and directors may place the shortfall within 3 months.
What it means for a shareholder
443m new shares at A$0.010 to raise about A$4.4m. That's 36% dilution: every existing holder's slice gets 36% smaller. If you held A$1,000 of shares (100,000 at the issue price), your slice goes from 0.0129% to 0.00822% of the company. To keep it you'd need 57,135 more shares - about A$571 at the issue price.
22 July 2022security holder rights change● Neutral
Because of the entitlement offer, the exercise price of Brian Flannery's 10 million options is adjusted from $0.19363 to $0.19340, effective 29 July 2022. A small formula-driven change.
Offer booklet for the 1-for-1 renounceable entitlement offer at $0.01 per share, closing 5 August 2022. Mostly legal notices and restrictions; it repeats the terms already announced.
Letter telling option holders they must exercise before the 14 July 2022 record date to take part in the entitlement offer. No obligation to exercise. Administrative.
Notice that shareholders outside Australia, New Zealand and certain UK institutions cannot take part in the $0.01 entitlement offer. Their entitlements will be sold by a nominee, with any net proceeds paid to them. Administrative.
11 July 2022capital raising announcement● NeutralMajor
Announces a 1-for-1 renounceable entitlement offer at $0.01 per share to raise about $7.745M before costs, not underwritten. Funds go to the Bayan litigation, working capital and repaying the Flannery-linked loan. Directors intend to take up their entitlements.
Managing Director Brian Flannery's private company provides an unsecured loan facility of up to A$1M, at the lender's discretion, at 0.8% per month interest. It covers working capital until the remaining A$2.4M Mountainside proceeds arrive; repayable within a year.
Half-year report to 31 December 2021: Travers Duncan resigned 17 December. Shanxi plant contract still not finalised and Yankuang is moving away from its original concept. South African 50 kt bulk sample still requested. Financials truncated in the text.
BCBCS filed a notice of appeal on 7 March 2022 in the Singapore Court of Appeal against certain Tranche Three findings, aiming to pursue its damages claim. This continues the Bayan dispute after the damages dismissal; no outcome yet.
The Singapore court's Tranche Three judgment found Bayan's breach and that the technology would have worked, but dismissed the roughly US$91M wasted-expenditure claim and the US$23-30M expansion claim. Company is bitterly disappointed and considering an appeal. This ends the long wait with no damages awarded.
17 Dec 2021director officer appointment● NeutralMajor
Travers Duncan retires and resigns as a director effective 17 December 2021. He chaired the company from 2010 to March 2021 and remains a substantial shareholder. Board is now Cubbin, Flannery and O'Rourke.
AGM address by CEO Brian Flannery: Tranche Three damages judgment still awaited, delayed by COVID. Clay Laurel has paid US$2.2M of about US$4.0M, with the balance now promised December 2021 to March 2022, later than contracted. Yankuang interest in China is fading.
Re-release of the FY2021 Annual Report, which was summarised earlier from the 27 September filing. The text shown carries only the cover letter and contents, plus a note that a 200,000 tpa China plant design is complete but site visits are blocked by travel limits.
Annual report to 30 June 2021: Mountainside sold 15 April 2021 for US$4.067M (about A$5.3M), with a A$0.5M allowance for expected credit losses against the buyer's unpaid amount. Shanxi plant contract still not finalised. No dividend.
31 Mar 2021asset acquisition disposition▲ GoodMajor
Sale of the 51% Mountainside interest to Kentucky miner Clay Laurel Mining for US$4.053M (about A$5.3M), resolving the sale process open since 2017. A$2.9M is in escrow for completion around 15 April; the other A$2.4M is paid in instalments May to December 2021.
Half-year report to 31 December 2020: Mountainside had no sales and is still being sold. The Shanxi 200,000 tpa BCB plant contract is still being finalised, slowed by COVID-19. The South African power producer test result is pending. Financials truncated.
9 Mar 2021director officer appointment● NeutralMajor
Graham Cubbin becomes Chair, replacing Travers Duncan, who had chaired since September 2010 and stays as a non-executive director and largest shareholder. Vincent O'Rourke takes over as Audit and Risk Committee chair.
PKF(NS) Audit & Assurance appointed auditor after PricewaterhouseCoopers resigned with ASIC's consent. The text gives no reason for the resignation. PwC had been the auditor in the company's recent reports.
AGM address: Mountainside is said to have a Kentucky buyer, with sale talks at an advanced stage and expected to conclude 'in the very near future'. Proterra cannot hold more than 49%. BCB progress in China and South Africa is slower than hoped because of COVID-19. Repeats known themes.
Company released its new Constitution after shareholders approved its adoption, and renewal of the proportional takeover provisions, as special resolutions at the 27 November 2020 AGM. Administrative follow-up to the AGM.
Annual report: Mountainside 51% sale still pending, contingent on the 49% partner agreeing protocols; carrying value $5.3M after a $1.7M impairment. Bayan damages closing oral submissions are set for 9 January 2021, and EBITDA loss was $5.5M. China and South Africa BCB work slowed by COVID-19.