Administration report on Vibe Tickets reveals Massie's story is not accurate.

When someone states its time to move on and that they are only now looking to the future, you can be pretty sure the thing they have left behind is not quite as they described. So it is with Vibe Tickets and Luke Massie's phoenix operation.

The administration of Massie's original ticket re sale company, TheVibe Ltd, is now underway.

It reveals two important points. The sole reason TheVibe was placed into administration by Massie was the debt owed to HMRC and the company's inability to pay it. A debt of £57,000 had accrued since December 2017 - so the report states. We revealed this in our last post. It shows very poor management. And kicks many of Luke's published excuses into the long grass.

The second and possibly more revealing point, is to do with the pre pack. Massie has always claimed he didnt plan any of this. According to the administrators, Massie made an immediate offer to them to purchase the assets of the company for £30k. Now the company had been advertised as being for sale but Massie's offer was the only one. This £30k was pushed up to £40k on negotiation. Then out of the blue the largest investor in Thevibe, put in an offer for £150k. Does that strike you as odd? £30k to £150k is not a normal auction jump. Then to add to this oddity, Massie immediately (2 days) put in another offer for £160k. This was from a guy who has claimed continuously that he had no money - which is why he couldnt invest in Thevibe. Out of the blue he shook the money tree and £160k fell into his pocket. So having tried to buy it for £30k, he ended up spending £160k.

£160k would have been enough to clear the old company's immediate debts and problems with HMRC but Massie has always claimed he tried to raise this but failed. Hmmmm. There is TRYING and there is trying. 

Massie has also always claimed that he would be able to pay of creditors with the sale proceeds. Well that will not happen. Estimates are currently that trade creditors will see 78p - imagine what they would have seen if Massie had got away with his £30k offer - zero. Thank goodness someone had the sense to offer a sum that would clear most of the debts - and it wasnt Massie. Muck like his assertion that all Crowdcube shareholders have been satisfied, its another hollow one. 

Some real, unspun figures for Vibe investors.

It now looks as though Luke Massie's new Vibe is being valued at well under £5m. On Crowdcube 2 years ago it was valued at £6m but investors who put in £600,000 in 2016 are going to get lucky, as Luke gifts them free shares in the new Vibe. HMRC who were owed £57,000 by the now defunct old Vibe and are the main reason it was put into administration by Massie, are waiting to hear if they will get anything. 

Vela Technologies plc, a previous investor, has announced a £200k investment in the new Vibe Group Holdings in exchange for a 4% holding - valuing VHGL at around £5m. VGHL owns 97% of the new Vibe Tickets and various other Massie businesses. The other 3% is earmarked for the old Crowdcube investors under a pledge made by Massie to this blog.

The £200k is part of a £700k round to launch the newco Vibe Tickets after Massie bought the old Co which he put into administration. We have now news on where the other £500k is coming from but the Vela investment is unconditional. Vela itself is not riding high on AIM and the mess with Vibe has certainly got some interesting comments from investors.

The numbers are difficult to be sure of, but it looks as though that 3% of Vibe Tickets will be worth considerably less than the £600,000 investors put in 2 years ago. 3% of £5m is only £150,000. Massie has chosen to give them 3% of Vibe Tickets not 3% of VHGL. As VGHL is worth £5m and most of that comes from its 97% holding in Vibe Tickets, we can assume that the latter is worth less than £5m. So claims that all his Crowdcube investors, who bought 10% of the old co for £600k in 2016, will get like for like shares in the newco do not stack up. But that is no surprise.

In a series of deals which he definitely did not arrange in advance, he has done rather well when his loyal investors have not. Pure luck. On the flip side, he is under no legal obligation to gift 3% of the new Vibe's shares, so one could see this as an act of the benevolent dictator or entrepreneur.

In all of this, it has always struck me as odd that Massie claims the whole problem was caused by Matt Ewing, the boss of Elite Telecom, who had invested £600k prior to the CC round, having too much control due to a SH Agreement which the young Massie had failed to understand. He goes and on and on about how this tied his hands and he couldnt operate the company - which is poppycock. All it did was prevent him from raising new cash without consultation. We know the real reason he put it into administration now that the first report has been filed - very poor management. But where in all of Massie's arguments are Vela Technologies - who were also a substantial investor in Vibe, putting on £400k, under the same SH Agreement. Vela is run by an ex stockbroker - so if he cant read and understand a simple SH Agreement, what hope have Crowdcube investors? Or indeed Luke Massie.

Meanwhile Vibe Tickets as a business seems to be viable so long as Luke remembers this time to pay the company's dues to PAYE and NI. His judgements are still highly questionable and his reasons given for the collapse of the old Vibe do not stand up to scrutiny. 

Now we know - Thevibe or Vibe Tickets went bust because Luke Massie, the founder, failed to pay HMRC and owed them £57,000 on going into administration

The more we get to know about Thevibe's demise and resurrection as Vibe Tickets, the less we like it.

Not all the information is out - yet. But the initial filing shows Luke Massie's company owed HMRC PAYE and NI £57k. For a small business that suggests some seriously poor management. All his excuses turn to dust as we find out the real reason he called in the administrators. Debts to HMRC, once out of control, do tend to have this effect. 

We note that the total deficit is only £87k so the 'sale' of the company back to Luke Massie should leave that cleared up. We will have to wait and see. We will also wait to see if his promise of free shares in his new venture (well the old one rewrapped) Vibe Tickets, for all Crowdcube SHs, comes to pass. 

If I was an investor, which I wouldnt be as his ability to run anything is highly questionable, then I wouldnt want shares in this company, I'd just want rid of him.

Luke's PR keeps on purring as he gets Steve Bartlett - the wonderkid of SM - to interview him about how the poor lad has been hard done by in the press. FFS get a life. The interview is over a hour long and riddled with inconsistencies, lies and half truths. Bartlett should be ashamed of himself peddling this type of nonsense, when he removes comments and refuses to respond to Qs about why he has ignored the facts. Mind you, Bartlett says he thinks one of the most valuable lessons an entrepreneur can have is cold calling selling double glazing - essentially nuisance calling which is or should be illegal. The guy is a flake. Maybe one day Steve you will join the grownups and make some money but from looking at your accounts it wont be anytime soon. 

Matt Newing casts new light on the TheVibe and Luke Massie

We will never really know what happened with Thevibe when it went into administration and was then quickly bought out by its founder Luke Massie. But at least now we have another side of the story.

An interview with Newing, who lost £600,000 when Thevibe closed, published in Business Cloud here makes for interesting reading. 

The total loss from Thevibe is yet to be known but one thing is for sure - there are some 'facts' out there that do not quite add up. 

For example, Luke Massie had enough money to buy the company out of administration and put it into his conveniently, newly formed Vibe Tickets Ltd, but he didnt have enough to rescue Thevibe. Yet the two amounts seem to us to be almost the same; especially as Newing had pledged another £75k. Newing claims all the talk about Massie being backed into a corner by legals is just a red herring. We have already said we think this too. Yet two of the three main backers of Massie, in fact all but Newing, have decided to fund him again. So how does that square?

Recent press does Massie few favours when it comes to taking him seriously

 - https://www.thetimes.co.uk/article/branson-favourite-luke-massie-goes-under-ph278smcz

Massie says he has moved on. Which is fine so long as he hasnt forgotten his promise. 

Whatever the truth, Massie has now stated through this blog that he will give all Crowdcube investors shares foc, in Vibe Tickets, equivalent to the £600,000 worth of shares they held in Thevibe. Now this hasnt happened yet but he had better follow through on it if he wants to maintain any credibility, anywhere.

Thevibe Ltd, Vibe Tickets Ltd, Vibe Tickets Holdings, Newco Ltd - whatever, there might be some good news for Crowdcube shareholders.

Thevibe is now in administration but yet to file. Vibe Tickets is up and running and according to an article is about to be fully funded. 

We wrote about the collapse of Thevibe recently and its purchase out of administration by its founder Luke Massie. It's all now called Vibe Tickets. A recent article here states that Luke will personally be giving all Crowdcube shareholders shares in the newco. Previous statements by Luke mean that the old co will be closed with no o/s creditors and only losses by the major shareholders, 2 of whom will be backing the newco. 

Given all of that, you have to wonder why the first company closed.

Luke has been good enough to respond to my queries. Asked why he had set up Vibe Tickets Ltd in December 2017 he said - 

As for why New cos were created - is was agreed many months ago, by the old co board (Documented minutes signed) that as Vibe launches new offerings (Vibe Pay coming soon) that we would naturally move towards a group structure, with subsidiaries. Check companies house probably - you will see what I’m saying adds up. I’ve nothing to hide all is documented.

We checked CH and Vibe Tickets has no legal ties to Thevibe and is not a subsidiary of it. It is in fact 100% owned by Luke Massie. When we asked to see the minutes he refused to show them. Since we first heard about Thevibe's problems from a shareholder, Luke has been busy setting up Vibe Tickets Holdings Ltd (incorporated 23 April 2018) - which is also 100% owned by him and in no way tied to Thevibe.

In the end if he keeps his word then CC shareholders will have got away with it  - which is really all we are interested in.  

Whether things would have turned out this way had we not applied pressure is a moot point. We only became involved in this saga because one of Luke's original investors contacted us. 

Finally, it may be indicative of the way he works but in our chat he told me that he no longer wanted me as a shareholder and he would not issue free shares to me. I never was one.   

Vibe Tickets goes under but bobs up again whilst Crowdcube shareholders have been left to drown.

Addenedum - 

Before reading this you should know that the founder Luke Lang has now agreed to give all Crowdcube investors free shares in Vibe Tickets, to the value of the ones they have lost in Thevibe. This is a bold move. We wait to see when these shares are issued and transferred. Of course there is still the matter of o/s creditors but we will have to wait and see what happens there. The query over the change in name has also been addressed - it now shows all ten of his companies uder the same name. We like to think that it was our pressure that has resulted in this offer - an offer which was not on the table when we wrote this piece.  

Evening all. TheVibe, run by Luke Anthony Massie,  raised £608k on Crowdcube in late 2016. Now we are told the company has gone into administration. But odder still, a newco Vibe Tickets Ltd, with sole owner and director being one Luke Massie, was formed in December 2017. It now appears in the footer as the owner of the ticket exchange website although the T&C still refers to TheVibe Ltd. Confusing eh?

I suppose the first Q is why would you use a different form of your name at CH? If you look Luke up under the Thevibe Ltd page, he has no other directorships. Cant CH and Gov see that this is just asking for trouble? He hasnt broken any laws but he certainly wouldnt get the Medal of Honesty, even under Trump's administration.

Crowdcube SHs own shares in TheVibe Ltd. Massie owns all the shares in Vibe Tickets. So what is going on?

We messaged Luke on Sunday to ask him what was up - this was his response on Sunday at 2pm -

Rob, Thanks for your message. I’m glad you’ve got in touch. I’ve wanted to communicate fully with everyone concerned after recent events but I’ve had to follow legal advice to protect all parties involved moving forward. Please believe me when I say it’s not in my nature to sit back while people look for answers and I am doing all I can behind the scenes to get permission to speak publicly and explain the situation. If you can bear with me for the next 24 hours I will be in touch directly, whether I have permission or not, to explain my position. I’m confident you will understand why and how we’ve reached the point we’re currently in. I apologise sincerely for not being able to be more pro-active with our communication. I’d hoped this would work out differently but, despite all the will in the world, I’ve just not managed it. I’ll be in touch again soon. Luke

What he hoped to achieve on a Barbadian style Bank Holiday weekend, is hard to fathom. Also you have to remember that the letter from the Administrator had already been received by SHs - so what is so secret?

Well now we know; he didnt message us but a SH did. 

Behind the scenes Luke has been cobbling together a phoenix. He claims the business got into trouble because backers didnt come through with £1.6m, although he later says these backers are still available to the newco. Apparently his shareholder agreement - the one he created, doesn't allow him, the major shareholder, to issue new shares without the consent of all the other SHs. That's odd. 

The whole thing reeks to me. 

In his email to SHs he says of the future - 

What's next?

My immediate focus now turns to ensuring that there is a smooth transition period for our colleagues, suppliers and all involved with Vibe. Once everything and everyone is safely across, my attention can return to approaching those supportive investors I have in raising capital to support the new vehicle. There are tens of thousands of users that rely on Vibe each month and millions more consumers out there I know Vibe can help. I am not willing to give up on this fight.

The mission has only just begun, what we set out to do has only just started to be realised, I am excited at this next chapter.

Yet even though he has bought the assets of Vibe for a price above other SHs, who also bid, he didnt have enough money to put into the existing business - £150k would have cleared immediate debts is what he says. This is all looking very dodgy. He makes no promises about Vibe SHs being given a part of the newco but does say all creditors will be paid off and that there will be some spare cash to pay back to SHs. You can deduce from this that he is paying more than £150k; stated above as the debt. So of course then the Q is why didnt he put this into the original Vibe? The answer is obvious - a falling out with his major SHs (see below)  -   which it would seem, has been ongoing for sometime as he set up the new Vibe in December 2017, when he hatched this plan - ? 

TheVibe has had some great press, talk of multi million pound deals litter the internet and in January this year Luke was featured in the Forbes Top 30 under 30 List of exceptional entrepreneurs. As you can imagine this information was supplied by Luke himself on the company blog. The Crowdcube pitch was filled with jam....tomorrow. Richard Branson as always makes an appearance with Luke in the pitch. The Virgin Start Up and Virgin Media brand is seriously tainted - wake up Ricardo. Come out of retirement and see the sort of cr1p you are promoting.

Not many months ago, Vibe received endorsements from tech entrepreneurs Scott Fletcher and Matt Newing in the form of a further £750k investment. At that time Vibe told Insider Media that they had offers on the table to complete this £2m round - see here. Things were lined up to go stratospheric. This is in fact where the wheels came off.

When the last round funded a few months back, the valuation was on the rise, up from £5.5m on Crowdcube. So this is yet another example of how flawed the Beauhurst CAGR valuation measure is. The real value of Vibe would now appear to be near to zero. But on Beauhurst's measure Crowdcube would be claiming investors have increased their asset value in the company.

It really must be very frustrating for investors to put their money into a business like this and to end up here. Thanks to a lot of hard work one imagines, Vibe has received great PR. For anyone looking at it from a close distance, it and Luke Massie seemed to be blazing a trail. Shareholders then receive a letter from Cowgill Holloway, which tells them their company has gone into administration. Nothing from the company and nothing from Crowdcube. Meanwhile Luke the founder is busy forcing through what is his vision of the future and coming out with the newco and all the old co's assets.

Where did all that money go?

As Luke points out in his SH email, he was advised by his lawyers that he had to stop thinking of his SHs and start thinking of his creditors. So CC SHs really had no chance. Isnt it time this situation was reviewed if we are going to successfully grow ordinary people's access to equity stakes in SMEs? Maybe if more people realised that the tab for this mess is being picked up not by the investors and not by the founders but by your taxes, we might get some action?

Luke you didnt think this all through. Your name is now a target. Good luck trying to tap your investors again.