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An extraordinary general meeting (EGM) held recently by the shareholders of Farnborough Aircraft.com (FAC) voted in favour of a restructuring proposed by Farnborough Aircraft Corporation Limited (FACL). Geoffrey Galley, a 25 per cent shareholder in the original company, led the proposal and promised that FACL will spend up to a further £500,000 to produce a detailed business plan and associated research. An alternative proposal was put forward by a group of shareholders calling themselves FA2002.
An FACL spokesperson told EBAN: “There have been difficulties meeting the budget targets and basically the company wasn’t functioning until Geoffrey Galley came along. This new company will carry on a number of the things that Richard Noble started and the continuity will remain very much the same.
“The team will still be the same. Geoffrey has simply stepped in with his strong financial background and a lot of cash to conduct this as a viable and profitable business and attract investment.”
Of the shareholders attending the EGM, 60.7 per cent voted in favour of the FACL proposal and 39.3 per cent (including Noble) voted for FA2002.
EBAN spoke to Richard Noble, who resigned after the EGM: “The resolution was passed by 0.7 per cent, 51 per cent of the shares voted for FACL and 50.3 per cent voted for FA2002. It was a complicated voting procedure, because the shareholders could vote yes for both and also vote proportionally, so you do end up with a situation where both resolutions are passed. I, as chairman at the meeting, said that we would go with the resolution which carried the most votes, if both did get passed.” \r
A trust fund has been set up for the people who invested in the old company, and they will now receive five per cent of the new equity issued. “There’s a lot more money to be found, something to the tune of around £100 million. But this is such a fantastic idea that the thought of letting it fall into bankruptcy would have been ridiculous,” added the FACL spokesperson.
Andrew Taee, chairman of Dial Corporate Finance (financial advisors to FACL), said: “The proposal accepted was virtually the same as the proposal FACL made to FAC last March. It is unfortunate that Richard Noble, the sole director of FAC, decided not to submit that proposal to the other shareholders at that time, even though initially he had promised his backing.”
Noble replied: “At the early stages of this year, Mr. Galley wanted us to put this proposal to the shareholders and recommend it. I thought this was very difficult, because we had no idea of the valuation of the company and the IPR. I went back to Mr. Taee and said I simply couldn’t recommend it, because I didn’t know what the IPR was worth. This started off a long legal battle, which was extremely nasty and it wasn’t until we had the valuation (of around $50 million) that I felt we could have the EGM.”
Although FACL hopes that Noble will play a part in the future development of the aircraft, Noble explained: “You have to look at it as a bit like a relay race – someone starts off with the baton, you get so far and then you have to pass it on to someone else.
“It’s obviously a little heart-wrenching because I’ve put four years of my life into it, but I’ve enjoyed the last couple of weeks because I’ve done absolutely nothing. I didn’t realise how stressed I was and what an enormous pressure there had been to create this. At its high point we were trying to generate £200,000 a month from nothing.”
When asked of his future plans, Noble added: “There’s an awful lot going on out there. I’ve got some ideas and I’m working out a concept for a new project, but we’ve got a lot of R&D to go before we can know whether it’s going to work or not.”