Last updated: April 26, 2017 at 22:23 pm

After spending far too long looking at confirmation statements I asked ‘Fund Manager’ Nicola Horlick if she still owned shares in Times Place Brasserie via Twitter, her response:

“My family have shares in TPB.”

That leaves us with four two one possibility:

  1. She is somehow related to Nathan Engelbrecht.
  2. She is somehow related to Timothy James Whyte.
  3. Someone in her family invested via Seedrs when they initially raised.
  4. The CH confirmation statement and annual return is wrong.

I asked for clarification: – It’s been radio silence thus far.

Update (24th April): Nicola’s responded again to confirm her mother is a shareholder. Still not sure if she invested through the Seedrs platform or if the confirmation statement is wrong. 

Update (26th April): After our conversation on Twitter went nowhere, Nicola and I took to email to try and clarify what’s going on. The upshot:

  • Nicola’s mother still holds shares.
  • The latest confirmation statement appears to be incorrect, Nicola will speak to Nathan in an attempt to find out why her mother isn’t included in the statement. 
  • Shares were transferred from other holders (including Nicola and her daughter Alice) to Timothy James Whyte at no cost because Seedrs would not allow new shares to be issued – I presume because us Seedrs investors cannot be diluted because we collectively hold pre-emption rights). 

Times are Changing

Times are Changing

I’ve been away on business for the last couple of weeks so haven’t had the time to post or even do much at all when it comes to crowd funding research, so I’m basically two weeks behind.

In my time away I did receive a few company updates and begging bowl emails from companies I’ve previously invested in – I shall leave some of these for future posts. No, today I’m going to dig into a comment I spotted on the Seedrs discussion board for Times Place Brasserie

“Hi there Nicola and Nathan.
Is there any update to the site’s trading and results in 2016?
Also, in the latest confirmation statement issued on the companies house site, I can’t see Nicola as a shareholder anymore. Any news to report?
Thanks and best regards,

A little background for those who don’t remember. Times Place Brasserie pitched on Seedrs back in 2013 and gained funding of £150,000 in November of the same year, the campaign was fronted by Nicola Horlick, at the time of the raise she held 100% of the company. At around the same time as the raise a second Nicola, Nicola Higgins was appointed as director but I can find no record of her holding shares. The raise effectively resulted in Nicola H owning 22,500 (£0.01) shares and Seedrs with 15,000 (£1.00) (a 60/40 split in terms of rights) and a called up share capital of .

The campaign closed, many months passed and much fun was had on the discussion board (worth my £20 investment alone) and the original plan of taking over a restaurant in Chiswick eventually resulted in the opening of a bar in Clapham called the Walrus Room in June 2015. Between which time Nicola Higgins director appointment was terminated in December 2014.

As investors we got sporadic updates usually posted in reaction to comments on the discussion board. Then in November 2015 a document was posted on CH detailing all shareholders in the company. Nicola Horlick’s holding dropped to 4,500 shares (12%), the next biggest named share holders became Alice Horlick (daughter?) and Nathan Engelbrecht both with 10% – Interestingly there is a single annonymous shareholder on Seedrs who invested £38,000 who was really the second biggest shareholder at this time with just over 10%. At this point there are now 43 separate shareholders listed all with holdings under 5%.

Next things were filed on CH in slightly the wrong order, Nicola Horlick was terminated as director on 31st March 2016 and Timothy James Whyte was appointed on 20th April 2016. This spooked a few people on the discussion board and we were assured by Nicola Horlick that she was still a shareholder at about the same time as the appointment/termination filings were made. I hope you are keeping up at the back!?

Then, in December 2016 someone on the discussion board asks if Nicola remains a shareholder as the latest Annual Return filed and made up to 21st June 2016 doesn’t list her as a shareholder. Horlick responds that she is both a shareholder and guarantor for the rent of the premises but a new investor came in but didn’t want her or Alice on the board, the post goes on to talk about the licence on the premises and selling the business. The return tells a different story, it shows both Nicola and Alice Horlick are no longer shareholders and we have a new shareholder in Timothy James Whyte who now holds 8,250 shares, all other holdings remain the same.

Next the accounts made up to 31st December 2015 are filed in September 2016, they suggest the company is out of money with just £2,655 in the bank and a PnL account well in the red at -£166,142, perhaps the new investor injected some much needed cash, we have no idea of how much Timothy James Whyte might have invested, just Nicola’s passing comment about a ‘new investor’.

Finally we come to the filing that prompted the comment made last week, a confirmation statement with what is apparently a full list of shareholders. This statement puts the total number of shares in issue still at 37,500. Horlick is gone, there’s no mention of her name in the document whatsoever, the shares are now split between just 3 parties Seedrs (still with 15,000), Nathan Engelbrecht (now with 14,250) and Timothy James Whyte (now with 8,250).

What has happened here, is Horlick still a shareholder or not!? – I’ll try asking a few people, let’s see if I get a response.