NZF Group (NZF and NZF010)

[invessi]

NZF
28/02/2011 16:45
MEETING

REL: 1645 HRS NZF Group Limited

MEETING: NZF: Notice of special meeting of shareholders

NZF Group Limited (NZF) - Notice of special meeting of shareholders

NZF advises that it has sent the following "NOTICE OF SPECIAL MEETING OF
SHAREHOLDERS" and "PROXY FORM" today to ordinary shareholders in NZF Group
Limited on the Company register as at 28 February 2011.

The Special Meeting of Shareholders will be held at on Monday 14 March 2011
at the Tamaki Yacht Club, Mission Bay, Auckland at 10:30am.

The ordinary resolution to be considered is outlined in the notice, however
in summary it will be for shareholders to consider the issue of up to a
maximum of 56,135,496 fully paid ordinary shares in the Company in relation
to NZF Capital
Noteholders who do not elect the Renewal Option for NZF Capital Notes by 5PM
10 March 2011.

Shareholders should note that the maximum figure above represents the total
number ordinary shares that may be issued in respect to Cap
ital Notes for
which an election notice is yet be received as at 24 February 2011 and
excludes mail that is currently caught up in the disruption resulting from
the Christchurch earthquake. It is expected that more election notices
electing the renewal option will be received before the extended
Notification Date of 10 March 2011(as approved by the Trustee).
End CA:00206224 For:NZF Type:MEETING Time:2011-02-28 16:45:29

[Enumerate]

Clearly, the board does not believe that the shareprice will go much lower ... no "Death Spirals" here

[Tony Two Gloves]

Just wondering Enumerate if the date has been extended to the 10/03/2011, presumably the VWAP calculation would be the 20 days following this date now?

[Enumerate]

No, can't be - since conversion is on the 15th ... a hard and fast date in the Trust Deed. The Trustee has simply allowed the extension of the election date.

[Tony Two Gloves]

Finally the real reason they stopped lending......

I think all this talk of a new partner etc were hot air and have received no further mention by NZF.


NZF
03/03/2011 12:53
CREDIT

REL: 1253 HRS NZF Group Limited

CREDIT: NZF: NZF Money Limited Long-Term Rating Lowered To "CCC",......

NZF Money Limited Long-Term Rating Lowered To "CCC" And Placed On "Watch
Negative" by Standard & Poor's

The Directors of NZF Group Limited (NZF) today confirmed that the credit
rating assigned to its wholly owned subsidiary NZF Money Limited (NZFM) had
been lowered to "CCC" and placed on "Watch Negative" by International Credit
Rating Agency Standard & Poor's (S&P).

In their press release, a copy of which is attached to this Market
Announcement,
S&P said:
"The rating action reflects our view that NZF's liquidity positioned has
weakened, largely as a result of a material rise in past due loans,
compounded by some volatility in debenture reinvestment experience.

Although we understand that the company is positioned to meet its liquidity
needs over the next few months from cash flows generated from the repayment
of a number of past due loans, in our v
iew NZF's liquidity position is
delicately placed. In our view, the company could run short of cash if loan
repayments are not progressed as anticipated; notwithstanding that forecast
loan repayments over this period are on loans where there is an unconditional
sale contract in place and NZF's confidence around prospects that loans will
be settled".

S&P also stated that their view had been influenced by the "company's limited
balance sheet cash position, the absence of committed external back-up lines
and concerns over ongoing business viability".

Chief Executive Officer, Mark Thornton said that the rating from S&P had not
come entirely unexpected, as the company no longer had a guarantee under the
New Zealand Deposit Guarantee Scheme. In addition, there were concerns over
the current economic outlook for New Zealand and negative bias towards the
New Zealand finance company sector, which was still going through a period of
turmoil.

Chairman of NZFM, Craig Alexander also said that
the increase in past due
loans was a direct result of the company's decision to purposely allow a
number of loans to expire at the end of loan facility agreements, in order to
keep its recovery options open, improve its ability to renegotiate revised
lending terms and conditions, and to control the sale and recovery process
where necessary.

The company's forecast liquidity position was based on a number of
unconditional sales contracts in place that are due to settle in the next two
months, which would result in the company sitting on significant cash
reserves.

As a result, the company anticipated returning to new lending within the next
6 months on current forecasts. The company also continued to comply with all
of its Trust Deed covenants and ratios, including its Capital Adequacy Ratio,
Gearing Ratio, Liquidity Requirements and Related Party Exposure Limits.

The company's reinvestment rate had also shown significant improvement
following the expiry of NZFM's guarantee under the
New Zealand Deposit
Guarantee Scheme on 12 October 2010. The reinvestment rate for the month of
February 2011 was 41.68%, which is consistent with the 12 month average of
35.34% and an average of 56.44% following the expiry of NZFM's guarantee
under the New Zealand Deposit Guarantee Scheme.

The CreditWatch negative listing and further potential downgrade commented on
by S&P in their press release, is related to potential delays that could
occur in cash flow concentrations over the next few months relating to
anticipated loan repayments. The Directors are however confident that the
unconditional sales contracts that are currently in place, and on which
deposits have already been paid by purchasers, will settle on time and that
this position will not eventuate.

NZFM continues to manage its business on a prudent basis and has met all of
its payment obligations to investors since it first offered secured deposits
in late 1999. NZFM would like to thank all of its long term loyal inve
stors
for their continued support.
End CA:00206407 For:NZF Type:CREDIT Time:2011-03-03 12:53:51

[Xerof]

Yep, start reading the last rites for this one - once Derryl and Peter (S&P) get their hooks into constant downgrades, and negative creditwatches, they don't have a show. They will be reporting to S&P weekly, with reviews now monthly

This reads exactly as it did with SCF - positives are highlighted by those charged with saving the institution - no lending until stabilised, buyers in the wings, retention rates holding up well, continue to meet all obligations - but at the end of the day 58% of the debentures are being repaid each and every day, asset sales won't keep up with outflows and usually a CCC negative is the death knell.

bye bye NZF IMO

and if you think it can't happen to Wrightsons Finance, Marac, and the like, think again - these books are crumbling around their ears

[minimoke]

How are we looking now Enumerate. Todays trades having a bit of an impact.

If we take your $12m converting to shares I'm now getting noteholders with 154m shares against current shares of 76.6m. This suggests existing shareholders loose control of their company.

Taking the new VWAP into account I get a new SP of $0.027.
Alternatively if I add the $12m back in the SP lifts to $0.08.

If we take NZF's announced 29.8% note renewal rate I get;
- a new SP of $0.024
- or with the $14m added back in $0.08.

I'm not sure the Directors were expecting a dropping SP / VWAP over the 28 day period. So hows your Death Spiral looking?

Been out of the loop on this for the past week and not sure if I have all the data but now looking at 81.6% rolling over their notes.

I get a new VWAP of $0.0685
or an SP of $0.029 or with the $3.68m conversion adding back in, an SP of $0.056.

The directors strategy has seen them loose around half the value of their company in the pasty month or so and noteholders who convert to shares will be looking for a spot on the board given they will now be around 42% of the total shareholding.

[invessi]

TTG says; "Finally the real reason they stopped lending......

I think all this talk of a new partner etc were hot air and have received no further mention by NZF."


Quote on Deposit Rates site this morning:

"Earlier this week, Thornton said discussions with a potential business partner are continuing but the Christchurch earthquake's impact on NZF's market, predominantly in the Auckland region, has yet to be understood.

NZF has been working to attract much-needed fresh equity since early last year"

[Tony Two Gloves]

It has a similar feel to ALF, if Mini's figures come out around those levels that would be around 54M new shares issued. I think once note holders get those shares as with ALF the one's that sell early will get the best price. The one's that hold will see a gradual decline espically if the S&P rating heads further south and the banks start re assessing their position with NZF as the debenture holders have.

There are some big losers here, looking back when Huljich was issued shares (5M shares at .53 cents) cost $2,650,000 value at 0.06 $300,000 - bugger! The other one I came across was the purchase of Approved Mortgages 2.66M shares at 0.45 cents origianl value 1.2M, current value $160,000, luckily for this guy according to latest shareholder list at the Companies Office he only has 450,000 left so hopefully he sold some at a good price.

[Alan3285]

It has a similar feel to ALF, if Mini's figures come out around those levels that would be around 54M new shares issued. I think once note holders get those shares as with ALF the one's that sell early will get the best price. The one's that hold will see a gradual decline espically if the S&P rating heads further south and the banks start re assessing their position with NZF as the debenture holders have.

There are some big losers here, looking back when Huljich was issued shares (5M shares at .53 cents) cost $2,650,000 value at 0.06 $300,000 - bugger! The other one I came across was the purchase of Approved Mortgages 2.66M shares at 0.45 cents origianl value 1.2M, current value $160,000, luckily for this guy according to latest shareholder list at the Companies Office he only has 450,000 left so hopefully he sold some at a good price.

If you were the buyer, I suspect you would not be so 'hopeful' :-)

Alan.