Last week Kevan Halliwell presented his latest rescue plan – the OurSpace flop. As it turned out it was a complete waste of everyone’s time. As you will see below, Kevan Halliwell didn’t even check with the administrator of OurSpace Investments Ltd (“OIL”) whether his plan was feasible. The administrator has blown it out of the water. If Mr Halliwell had bothered to check he could have saved everyone a lot of time.
For those who missed Kevan Halliwell’s conference call it was the same old story. The points Mr Halliwell wanted to get across were:
- OurSpace can rise from the ashes. He is the man for the job but he needs $2.5m to buy the shares of OurSpace Investments Ltd;
- The assets are under threat and investors could lose everything if they don’t pay him. Investors need to act fast;
- The people who do pay him will get 47.4% of the shares in OIL. The people who don’t pay him will share only 2.5% of the shares in OIL. Kevan Halliwell will own 50.1% and will have complete control of OIL.
He did make some interesting statements which were:
- Kevan Halliwell says he will never be liable to repay investors. This was in response to a question asking if he had any personal liability. We disagree with his view. We believe he is liable to compensate investors;
- There never was a bond issue despite this claim being made in the promotional material;
- OVL had signed a contract to invest a further $286m but did not go through with it;
- OurSpace was “starved of cash from day one” – his words. This is interesting because had investors known this was the case they would not have invested. Indeed, all the promotional material was focused on how well the company was doing from day one;
- It was “not possible to pay investors from just two sites” – his words. If that was the case why did he keep selling workspaces and debentures without warning potential investors that it would not be possible to pay them from the operational sites ?;
- Cashflow is very poor and the companies cannot continue trading on an insolvent basis. This would surely suggest that the risk of failure in his proposed new structure is very high, yet Mr Halliwell is asking investors to invest more money.
We thought it would be wise to check some of the comments made by Kevan Halliwell with the administrator of OIL. The administrator confirmed that Mr Halliwell’s new proposal was simply not possible. We therefore question what Mr Halliwell was trying to achieve. Kevan Halliwell made the statement that OVL were intending to invest $286m in OurSpace. It is our view that a company with that kind of money is likely to hold the OurSpace companies, and Kevan Halliwell himself, liable for their loss of $2.75m. We would expect them to be considering legal action against Kevan Halliwell for misrepresentation and obtaining money by deception. That might explain why Mr Halliwell is keen to raise more money from investors. It would be expensive defending himself from that allegation. The reply we received from the administrator of OIL was:
I cannot comment on the proposal that Mr Halliwell has been offering investors, save for the fact that, from the perspective of the administrators, selling the shares in OIL or creating a debt for equity swap in OIL will not work.
I have therefore made clear to Mr Halliwell that any proposal can only be to purchase the entire share capital of the Dubai operating company and any equity split as between investors/stakeholders should therefore either be a division of shares in the Dubai operating company itself or, more likely, in a new holding company incorporated to acquire and hold the entire share capital of the Dubai operating company.
In other words, the entire proposal by Kevan Halliwell is another attempt to encourage investors to send more money to a structure that will not succeed. We wonder why Mr Halliwell isn’t offering shares in the Dubai operating company. Could it be that shareholders in that company are entitled to receive company accounts which would reveal where all their money has gone ?
We would recommend that any investor considering investing in any new scheme proposed by Kevan Halliwell should insist upon seeing the full and detailed accounts of the Dubai operating company. Kevan Halliwell has never explained to investors how $30 million could just disappear.