[kmr003]

@Rathi_b thank you,
Please consider questions
1)Why PW @7.7, (as per sebi guideline) it not even @EPS,
2)LOC status ?
3)How long BCG required to close pending issues (DAUM,Axis,Consolidations,Pledge release)
4)why did not bring reputed investors to P.W
5)Wt SKR should tell about retail investors invested for 7-8 years are patiently waiting for his promises to complete (on every con call he told issues will be resolved in 1 to 2 quarters from last 7 Con calls)

[m4max1979]

Really appreciate the efforts of our forum members who are planning a visit to the company. I suggest that we keep the discussion really focused on what affects us. The reason we are concerned now is because warrants allotment dilutes and adversely affects our investment. So I suggest our representatives keep the discussion focused on a few issues as follows:

1. Warrants – why were they issued now, how were the parties selected, what does BCG hope to achieve by doing this, why is the promoter not worried about his own equity dilution and value erosion for all shareholders

2. LOC – Need a clear picture whether its happening or not

Other issues (Axis and Daum) I feel are dependent on company closing the LOC first but we still need a clear timeline on closure and that closure would be achieved.

My personal opinion is that promoter is using a different and lousy route to ultimately increase his stake in the company through these warrants which might come back to bite him 18 months down the line. I am sure he would be aware of that and hence i do not think share price would appreciate a lot in next 18 months even if all issues are closed.

[admin]

@drjaysee – post #9738 restored

#post-9738

[Raj]

Totally agree with post #9738 @drjaysee… Why is promoter using unethical ways to find investors who have very bad influence on bad corporate governance companies.

[drjaysee]

Dear@Admin, many thanks for your swift action in resolving/reposting #9738.

[JRS]

I lost faith on SKR,he had a very high image in my perception, but now he is looking like a crook.

I never expected this type of corporate governance from the person coming from reputed institution like IIT. He should be added in NETFLIX Web series “BAD BOY BILLIONAIRE “.

He is a mass hypnotiser , I request the forum members who are visiting him to fall prey to his dirty tricks.

Stick to one question, “ earlier you said you don’t have any connection with G gang, but now it is very clear that You have selected the Z gang and they are openly operating and manipulating the stock”…..

This is clear example of insider trading, where he will be asked to buy and sell according to the direction of SKR.

@Rathi_b

From your strong words I believe you will be right person to counter SKR.

I vote Rathi_b to lead this delegation.

[vgsatwork]

I know most of the investors in this forum are upset and angry about the preferential warrant without giving details on why now, why to these individuals, etc. While this is a big concern, bigger concern should be about the balance sheet of the company and asset write offs, especially in the scenario where promoters along with the new investors take any action that affects the assets in the balance sheet. It is these assets that are holding the equity value (a.k.a book value) of our investments and the accumulated earnings from these investments. In that context we need to be extra vigilant because that book value is OUR MONEY and we have to safe guard the same

[rpm87]

@drjaysee Your post on the similarities between Karuturi Global and Brightcom were interesting.

I have been following both UNO Metals and AKG Finvests shareholding patterns and deals for some time. Both have invested in Subex, Brightcom, Moldtek Packaging. If anyone has been following the Subex story, its another turnaround story, huge debt clearance followed by capital reduction following which the shareprice increased to INR 30 last month with good news of TechMahindra collaborating with them for blockchain tech.

Close on the heels of Subex, 3iinfotech is at the NCLT seeking capital reduction which decision is deferred to Jan 21, 2021. The share has been hitting UCs for the past few days expecting the decision to be positive.

I do not know what to make of these patterns or information and how it is connected to the ongoing Brightcom saga. Are we part of a pump and dump operation? I am a recent investor, however, I empathize with the long term investors in this script. May God bless us all!!!

[drjaysee]

Dear@rpm87, I would suggest all the investors to stay with BCG and we should not exit with loss at this point in time. I believe, SKR is a brilliant guy and he knows very well that we shareholders will not leave him as he want. So, he would have been well prepared to address all our queries during AGM or even before our BCG Forum HYDERABAD delegation meet. Let’s all wait for his reply & justification. For me, I am not going to sell a single share from my total holding even the price will crash less than 2 (instead will accumulate more nos) and ready to face any kind of sequences legally as well as emotionally. I have good & bitter experience with Satyam back in 2007 and Alok & Ruchi during 2018. Let’s wait and see the bright future of BCG hopefully.

[rpm87]

For anyone on the forum who would love to understand how the restructuring came about in Subex, please visit https://commsrisk.com/subex-cfo-proposes-major-capital-restructuring/.

Subex story is very similar to Brightcom, huge beginning, an overpriced acquisition in 2007, finally something that looks like a turnaround in 2020, (collab with TechM and other news, https://www.livemint.com/companies/news/subex-aims-for-growth-by-expanding-business-beyond-telecom-11607593460185.html).

Again, BCG has consistently disappointed without exception, as such, please do not take my speculation as an argument to stay positive. With SKR, intrigue and disappointment has been the norm. Good luck to one and all!!!

[buffet]

I wish some company would take over BCG. May be affle or tradedesk or something similar. SKR is not even doing justice to himself, forget about retailers.

@rathi_b, if possible plz talk about this next week. We can ask if BCG is receiving any take over offers to check on his willingness.

Really feeling exhausted. Can someone put light on below queries.

1. Is there any possibility that these LLPs & individuals to whom PWs issued are proxy companies of SKR?
2. Does these LLPs will have to wait till 18 months before conversion? Can they convert warrants within e.g.3-4 months i.e. by Mar-21.
3.If they don’t convert it till the end, does this mean the price will remain supressed till 18 months?
4. what else could be other possibilities?
5. Can SKR issue buyback offer on warrants similar to stock buyback?

[Sobha]

Agree with buffet. Take-over possibilities and if that is denied, succession plan of the company can be asked.

[vgsatwork]

@buffet for question 2, technically they can exercise(paying 100% money and get shares) these warrants anytime within 18 months and the lock-in period is 6 months from allotment date(date when they paid 25% initial money).
So, technically they can exercise the warrant immediately on completion of 6 months and sell it immediately without having to hold it as shares with them since they have already met the required lock-in period of 6 months from the date of allotment (date when they paid 25% money)

This is my understanding after reading the ICDR rules of SEBI. I could be wrong in my understanding

Question 5 – Warrants can either be exercised to convert them into shares or could be left to expire without exercising them in the 18 months. But one cannot do anything else with that and till the time they are converted into shares by paying the full amount, there is no question of them being eligible for buyback

Question 1,3 &4 are anybody’s guess

[drjaysee]

Dear All, Pls share your views on the attached details of loans & Investment on the subsidiaries.

Attachments:

1. Loans-Investments_Related-Party-Transactions_BCG.pdf

[Shivashankar]

Small change in logo of Bcg skr tweete on fb and linkedin.logo is from left to right.is this signal for stock will move on right direction from here on this is my wild guess.

[m4max1979]

Can somebody confirm the following to me pls:

1. Is it a rule that if promoter holding is more than 33% then in order to acquire a substantial amount of shares they need to first give an offer of buyback first?

2. By the looks of it the current warrants being issued are not compulsarily convertible but are optionally convertible. Can the warrant holders sell their warrants to a third party within the next 18 months?

If the answer to the above questions is yes then here is my theory, since buyback would be more expensive for the promoter group, they have come up with warrants which would be first bought by these entities and would be later bought by a promoter held entity most probably an overseas entity and through this mechanism the promoters would have a significant stake in the company without ever openly showing it. The only reason I could think of for doing this is that they realize that it would be impossible to hold the share price down once axis and daum is closed. So through this mechanism they get shares at cheap prices and weaker hands would sooner or later move away from this counter. So I think that cmp would not move a lot in the next couple of months till they sort out the warrants issue and manage to enter into an agreement with the warrant holders for selling the warrants to them.

[vgsatwork]

@m4max1917 Buy back can happen ONLY on fully paid up equities and is possible through only one of these roues
1. Tender offer
2. Book building process through stock exchange
3. Buying from odd lot holders
Buyback is done to reduce equities and the surrendered equities would become null and void and reducing the overall paid up capital.

I believe what you are referring is open offer. This is applicable when a company buys 25% equity of another company, it has to necessarily make an open offer to buy atleast 26% more from existing shareholders and all shareholders are eligible to participate. They can chose to buyout remaining 75% as well and delist the company and take it as a private company. In that case as well all shareholders get equal opportunity to surrender their shares. I don’t think foul play is possible either in buyback or in open offer. But if the allottees of Preferential warrant chose act in concert with the promoter, they need not make an open offer since they are different individuals and they are NOT part of promoter group. Hence it would become difficult Public shareholders to block/defeat any resolution moved by promoters (which is not in the best interest of minority/public shareholders) as the promoters and the people who act in concert with the promoters will always vote together and their combined voting would exceed the required 50% limit to pass any resolutions.

If there is a company buying BCG shares from open market and if it exceeds 25% stake, we could get a exit at decent valuations. We cannot be so certain in the other case since there is no reason for them to buyback or make an open offer

[bitran]

Hi All,

Please note this is my personal thoughts and probably my way of finding positivity in these difficult times to stay invested. Do not consider my views for your buy/sell/hold decision.

Yes, the warrants came as a surprise but to be honest, most of us were expecting that the promoters would buy heavily before the actual bull run starts in the counter. I strongly feel, even with diluted holdings, if all other things remains true, we still have the possibility of 10-20x share price appreciation.
It would have been more easier on us if at least some portion of the warrants were subscribed by promoter( Not considering the morality or ethics part.) Not seeing that is the most frustrating part. May be he doesn’t have money now and may buy back from some of these entities at a later point.(Not sure, if that is feasible though..)

On the positive side, his friends are raising the stake. They are accomplished entrepreneurs themselves. If this is so bad, will they throw good money into this bad venture? I don’t think so. Comparing karuturi to Brightcom is really unfair. Brightcom is a global brand with offices in 22 countries or more whereas Karuturi was cultivating in Africa. Look at the number of Brightcom and affiliates employees in linkedin. Their Israel division alone is more valuable than the entire market cap of the company. It is audited by E&Y and some of our friends have seen that documents. Jacob Nizri and Brad Cohen who are in the management team are accomplished entreprenuers.So many standard third parties have certified and vouched for Brightcom and even rated it as an alternative to google Adsense. Recently, he onboarded Peshwa Acharya also to the board. A person of Mr. Acharya’s stature will not join a shady paper company for certain. Recently there was a statement from Mr. Acharya in linkedin that he is proud to be on board of BCG. Will anyone talks like that for a shady company? No way..So, the business is real for certain.

[bitran]

Continued..
SKR is very proud of brightcom. There is no doubt about it. No shady company promoter will be promoting his company at every opportunity like him. Those in Hyderabad circle can relate to this. He hires from campus and provide employment opportunities to many. He is not afraid of taking risks and invests heavily in new areas and is not afraid of failures. All genuine qualities for a CEO. Unfortunately for us, he is not showing any sort of empathy or support to his retail investors. I could not understand why? Is it greediness to accumulate maximum shares before a bull run starts? Or ego that I made this company and don’t want others to enjoy the fruits of my labor? If so, why did he went for a reverse merger and made this a public company? I believe he was doing pretty well before also as Ybrant technologies.
Finally, my conclusion is the company is real and only thing it requires is to have the promoter works a little bit more on corporate governance and improve transparency. I always believed that he did not build the company to let it remain in penny status and it will surge for certain. The question is when will that happen? Many of us are waiting in the counter patiently for years. With these warrants also done with, I am very hopeful that things will improve soon. Who will gain anymore by suppressing the share price. There is no logic for that. My opinion is let us not create more negativity unnecessarily and destroy our own chances. Let us wait until AGM and hear from him the reasons for warrants and his future plan.
Note: Check the price of Pubmatic which is recently listed in US.. If SKR plays his card right, we really have a winner…

[Remesh]

Agree with you Bitran. What puzzled me the most is the allotment of shares to paper companies. I’ve never seen something like this before. Anyway, as you said, the best thing is to wait silently until we get some clarity.

[Author]

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