Avocet franchising network to be dismantled

 by EWAN LAMB

A collection of dormant companies which was to have played a crucial role in a global franchising network for the Avocet "revolutionary fuel" business group is set to disappear following a string of applications to Companies House to have the subsidiaries struck off the register.

In total, Avocet Group management have lodged 13 such applications this week which means names such as Avocet Americas Ltd., Avocet Middle East Ltd., and Avocet East Asia Ltd. will be dissolved without ever having traded.

The various subsidiaries of Avocet Infinite (now Omega Infinite in liquidation) were only incorporated in 2018 and 2019 after hundreds of shareholders who invested in the 'avocet' fuel concept were told each overseas franchise would be worth around £20 million. To date none of the alternative fuel has been offered for sale six years after the group was set up.

As recently as July 2020 a shareholder letter issued by Avocet Natural Capital chairman Martin Frost explained that plans for a so-called master franchise company to manufacture and sell the Avocet brand in the United States were proceeding. Mr Frost told them that both ANC Plc and its associate Avocet NC Limited had taken and were taking in new investors.

According to Mr Frost: "Good progress is forthcoming from the Avocet Master Franchise company, Avocet North America Plc. The old AFS Ventures Plc US subsidiaries Avocet Inc. and Avocet Solutions Inc. (formulated by US presidential candidate, Joe Biden) are being de-mothballed. Funding for Avocet North America Plc is in place – partly being provided by the Frost family. Note: master franchise payment of £1 million sterling shall then be sent to Omega Infinite Plc."

A 'highly confidential' Information Memorandum (IM) produced by Avocet in November 2018 in a bid to attract investors set out in detail how the network of franchises would work, each of them forecast to bring in £20 million to the Avocet coffers via deferred payments. 

This is what the IM told its readers: "Avocet Franchises are at various stages of development, with some still at the concept stage. These franchises will enter into a master franchise agreement with Avocet IP to use, commercialise and share intellectual property in different territories.

"The franchises will be purchased from Avocet IP upon a lease purchase agreement. Additional funding into Avocet IP will be generated from royalties... It is anticipated that the cost per franchise will be at least c. £20 million, to be paid on a deferred basis. Among other things, this franchise agreement entitles the franchise holder (subject to conditions) to receive 7% of the distributed income from Avocet IP, implying a minimum arm’s length valuation of c. £285 million for Avocet IP.

"In total, the Company intends to establish seven franchise companies with different economic territories and economic terms with Avocet IP. These franchise companies are: Avocet Fuel Systems Plc – based in the UK; Avocet Bio Solutions Plc – based in the Republic of Ireland; Avocet Africa – based in Geneva; Avocet Americas – based in Panama; Avocet Middle East – based in Dubai;  Avocet Eastern – based in Islamabad and Singapore; and Avocet India – based in Mumbai."

The full list of  Avocet brand companies with incorporation dates which are the subject of applications to strike them off the register:

Avocet Middle East (8/7/2019); Avocet Japan (18/3/2019); Avocet Russia (18/3/2019); Avocet Pakistan (18/3/2019); Avocet East Asia (18/3/2019); Avocet India (18/3/2019); Avocet China (18/3/2019); Avocet Americas (27/7/2018); Avocet Infinite Solutions (29/6/2017); Avocet Research Developments (28/6/2017); Avocet Infinite Foods (28/6/2017); Avocet Renewable Operations (27/6/2017); and Avocet Marine (15/2/2017).

However, in a newsletter dated March 18th (yesterday) Mr Frost was able to report: "The ‘Jet fuel to air’ intellectual property sale is proceeding well and Avocet IP Limited is due to receive $100 million US dollars on Monday 12thApril. The allocation of this $100 million shall conclude on the 19th March and an ANC Plc share dividend is likely."