#F1 Features: The Caterham Scam

Manfredi Ravetto

 

Brought to you by John Myburgh

On Friday morning Caterham F1 team principal Manfredi Ravetto arrived in Suzuka to face the music.

Ravetto began by explaining, “The Leafield Technical Centre is host to a number of different companies”, but “the Formula One team has nothing to do with these other companies”.

It appears that Malaysian registered company 1malaysia Racing Team Sdn Bhd is the vital company to which the F1 racing license has been issued. However, there are a number of other companies which during the Fernandes days were all part of the Caterham Group, and it is these companies – essentially still Caterham F1 – who employ people, own assets such as machines and also have incurred liabilities.

 

Caterham Registered Names

What is unclear is the shareholding relationships between these companies and with 1MRT being a non-UK business, the trail at companies house is not easy to follow.

Caterham Group Structure

That said, it appears to have been Fernandes belief he was ‘selling’ the F1 team and all associated companies to the ‘new investors’. It is not unreasonable that this would be a ‘lock stock and barrel’ sale, with assets and liabilities lumped in together.

Fernandes was clear he wanted out, and whether his legal team failed to dot the i’s and cross the t’s and this is a mess of his own legal team’s making, will become apparent in time.

As mouthpiece of the ‘new investors’ Ravetto (who incidentally left the board three days after Kolles joined) is claiming the writs awarded in the English High Court and the subsequent assets seized are nothing to do with 1MRT, and in effect the current racing entity, they are against Caterham Sports Ltd.

Interestingly, Manfredi Ravetto was a director of Caterham Sports Ltd until his resignation papers were filed with Companies House on 10th July 2014. The day before Mr. Romulus Kolles was appointed as director, although his residency is not UK or EU based. It is listed as being in the tax haven of Monaco.

Even if 1MRT own Caterham Sports Ltd, and the latter have £10m of debt, 1MRT under UK company law are most likely not liable for this debt. This is why Ravetto is emphasising the difference between the companies and therefore identifying where the High Court writs have been targeted.

What Manfredi is failing to inform the world, is that 1MRT are using the staff and machinery owned by Caterham Sports Ltd to produce the current car and a future car project. Whether Caterham Sports Ltd is owned by 1MRT as part of the sale is irrelevant. Caterham Sports Ltd is controlled by Kolles and his cronies. Whether Kolles is a director or not is irrelevant. Directors are often just puppets of and given legal paper titles by the shareholders.

If the new owners have transferred the factory assets from Caterham Sports Ltd to 1MRT, leaving just the liabilities, then the immunity of 1MRT from the liabilities of subsidiary Caterham Sports Ltd can be challenged.

Manfredi does now accept, “It is absolutely true that bailiffs have been in Leafield. What is also true is that the day before yesterday[Wednesday], when they were in Leafield, not a single screwdriver was removed.

Caterham 2013 Car“Our solicitors got all the paperwork done in order to prove that it is a matter of totally different companies,” states Ravetto. “We managed to explain the bailiffs that we had nothing to do with the claims. Our opposition was successful and – no additional parts or equipment have been removed. I say additional – additional to what was previously removed.

The things that were previously removed were just memorabilia or something, not belonging to the Formula One team.

Obviously this [Sheriff’s notice] is not providing any picture, evidence, or a detailed breakdown of seized assets.

A steering wheel from 2010? You could consider it a vital part, but I consider it as memorabilia. Does [the Sheriff report] specifically say from which year it was or that it’s a 2014 steering wheel?

The test car of 2013 – what does this mean? You should ask the sheriff.

I know some carbon components have been seized, but these carbon components are still considered by me to be memorabilia. Someone could argue [that point], but they were not parts we were going to put on the car this year, or here in Japan.”

Caterham Test RigMeantime The Bailiff’s Office issued a tweet, “We confirm a full inventory is being prepared of the seized and removed goods held in secure storage #F1.” Pictures of items seized have been posted too. TJ13 has been shown a list of these items that were up for auction, 93 lines, ranging from a Tig welder, 20 sets of F1 wheels and tyres (Pirelli), TVs and much much more! (See appendix).

The Bailiff’s Office have put out a holding statement on Friday stating, “However, developments are fast moving and at this stage it is unclear whether the goods will now be auctioned. We will update this page with the details as they become available”.

It appears a winding up petition has been lodged against Caterham Sports Ltd with a hearing scheduled on 11th November 2014 at Leeds County Court (UK) as it was posted in the London Gazette on on 23rd September 2014.

The High Court Enforcement Officers are now awaiting the outcome of this hearing before selling off the assets seized. This is because other creditors may as yet be unrepresented under the current seizure writs but all creditors will be represented fully at the hearing dated 11th November.

The problem for all creditors a number of the the prized assets have been shipped out of the UK, and even though there is a three week break between the trips to Russia and Austin, TJ13 has been informed Caterham will not return there race cars/equipment to the UK prior to the winding up hearing in November.

So is this merely a dispute over what was bought and what was intended to be part of a sale and who is responsible for millions of debt? That may be the case, but it also may well be a diversionary tactic which continues to obscure questions over the ‘new investors’.

Manfredi again asserts the kind of people who have bought 1MRT. “It is a club of high net worth individual investors who want to protect their privacy. They are not looking for any kind of visibility; they are just interested in making the best out of their investment.”

I can’t [name them] and it’s actually not my business to know”, reveals Ravetto. “My only contact is through their representative and advisor, who is Colin Kolles.”

And here we begin the cut to the chase. Only Colin Kolles knows who these people are, and he isn’t telling.

Ravetto also reveals what is allegedly precious to a ‘new investors’. “Our entry is our main asset. We will do everything that is needed to protect it.

The main guarantee I can give is highlighting once more the importance of defending and keeping an entry. To keep an entry you need to have two cars on the grid, and this is what we are going to do.”

It is the permission to race in F1, owned by 1MRT which is said to be particularly precious and there are 6 weeks to survive to the end of the season, with this permission intact.

If we cast our minds back to earlier in the year when all the talk was of new F1 entrants from Haas and Forza Rossa (A Romanian backed entrant fronted by Kolles).

One of the last pieces of information forthcoming on the Romanian entry was by Adam Cooper, June 2nd. He wrote, “The FIA is understood to have finally granted an entry to the Romanian-backed FRR F1 Team project, although no official announcement has been forthcoming”.

Cooper reveals, “FRR is believed to still be aiming for next year, despite the entry delay making life a lot tougher than it would be had it been granted alongside that of Haas on April 11.

However, FRR has a lot more elements in place compared to Haas. It is planning to use a Renault power unit, while the car will be built and run by a team put together by former Force India and HRT boss Colin Kolles at his base near Munich”.

Even more interestingly, Adam reveals the people behind this F1 bid include, “front man for the project is Ion Bazac, a qualified doctor and former Romanian health minister. The 45-year-old has a number of business interests and is the country’s Ferrari importer, under the name Forza Rossa.

Bazac is also the president a consortium of private and state funded investors whose motive is to promote the interests of Romania, and who have the support of the government. Indeed, the Romanian sports minister met with the FIA early in the bid process”.

So as TJ13 has been asserting for sometime, if these people are the ones actually behind the Caterham buyout, why keep their identity secret?

Clearly, Fernandes believes the sale of Caterham included its debts. This indeed may actually be the case and a fairly tight legal agreement may be in place. However, a good legal tussle is guaranteed to take many months if not years, by which time much water may have passed under the bridge and creditors given up hope of receiving a penny.

Anyway, if there is a dispute over the title to 1MRT, which Fernandes may raise should he be left carrying the baby and the bathwater, the FIA would in all probability revoke the racing license.

This does not serve the purposes of the Kolles crew according to what Manfredi said is precious to the investors, to protect the license to race. Whether to utilise for FF1 or to sell.

However, if as Adam Cooper revealed in June, FRR’s entry is agreed for 2015, they don’t really need the ‘precious’ document Ravetto has been told to reveal as of vital importance.

The benefit Kolles and his cronies are in fact getting at present is from current revenues from the pay drivers funding the team. Much of the flyaway costs for the final races will have been dealt with some weeks ago, and a significant part of this pay per driver funding is Part of this funding is being spent on R&D and development of a 2015 car, much of which is being done in Germany.

TJ13 has learned that the development for the 2015 Caterham car is well advanced. The new car currently has a Ferrari/Williams style nose, suspension pickup mounts are now inline/horizontal like everyone else and side pods have a lot of undercut thus bringing a lot more floor into play. Of course this is still very much in development so the final looks may change but we do know that the aero of the new car is several points better than this year’s car already.

So would Kolles be within his rights to use Caterham to pay for and develop his FF1 programme. Legally maybe, but the staff in Leafield are being lied to again and again, and some have worked out in fact what is indeed going on.

If the investors were serious about Caterham long term, the debt would have been dealt with by now, there’s been plenty of time. The Bailiff’s were promised payment on Monday as they tweeted, “We’re hoping make payment on Monday so the creditors can get paid what they’re owed and we can release seized goods”. No payment had been recognised by 15:07 GMT today.

The refusal to deal with Caterham F1 team’s debts increases the likelyhood that Caterham is being used as a mule for other purposes.

The Caterham legacy may well morf into the FF1 project in 2015, but that is no consolation for the staff who will soon be redundant, and have been consistently told the new owners are doing their best.

Whatever the outcome of the Caterham mess, TJ13 has been asserting that Kolles stands to benefit hugely from running Caterham just to the end of the season, as the funds being spent to design a possible FF1 car will be gone once Abu Dhabi is over.

Appendix:

Caterham CCJ Invetory

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25 responses to “#F1 Features: The Caterham Scam

  1. Matt, just one minor or rather major error in your piece, Colin Kolles is not and had never been on the board of any of the companies you mention in the report. Look closely at the records in Companies House, it’s his 80 year old father who lives in Monaco! You also do not mention Manfredi’s new company Caterham CF1 Grand Prix Ltd of which he is sole director and shareholder, and which name appears on the cars currently on the grid. You’re on the right path, just need to do a bit more digging…

    For more on this story, read NBC’s Luke Smith in today’s Motorsport Monday (www.motorsportmonday.com) and his article on the subject.

    • …. @Grahamharris59

      Note they/your publication states, “First news of the bailiffs turning up at the team’s factory broke in the underground F1 media….the original source is one which is relatively trustworthy given its track record”. This is TJ13. We exclusively have covered the story and reported the bailiffs in Leafield over a week before it hit the headlines, our reports were even countered via mainstream F1 reporter (Adam Cooper) citing the party line as issued by Caterham Press Office.

      Some recognition from your publication as a source would have been appreciated.

      Oh and by the way, TJ13 is still the only place asserting Fernandes may not yet have fully transferred his shares from his companies – credit again from your writer would have been appropriate.

      Its great to know you think we are on the right path with regard to our opinions on the motivation behind the current management decisions at Caterham, particularly as your writer Luke Smith (interestingly associated with the ignorance of the mainstream media on this matter) failed to mention any notion of the motive we suggested behind Kolles actions in the piece you published today. In fact Luke surmised incorrectly that Kolles motivation was over current TV monies, which demonstrates he knows little if anything about how FOM/Ecclestone remunerate the teams.

      Further, the exact ownership of the myriad of companies owned by Fernandes which made up the Caterham F1 team is impossible to identify at this stage, due to the amount of time Companies House allow for submission of the documents of transfer of ownership, followed by the time they take to make this public, which is why we didn’t bother trying to parse that semantic black hole.

      Kolles legal status at Caterham is irrelevant, and the fact that his 80 year old father is a company director is amusing to say the least. And finally, Manfredi was Kolles sidekick at HRT, and he is still most unbelievable when he plays for the media the Faulty Towers Manuel character role, stating, “Hi know nothing”….

      Anyway, feel free to market your publication via spurious and condescending comments on our website whilst placing links in our comments section to your lovely glossy magazine full of the usual run of the mill F1 reports.

      We believe in the power of social media and that those who understand it – and us – will sort the wheat from the chaff. Therefore we don’t censor blatant marketing by others on our site.

  2. I think there is a basic lack of understanding of the companies’ structures. 1MRT may hold the F1 licence and pay Caterham Sports Ltd to supply infra structure to the F1 team. However it’s whomever owns the supplier companies that’s liable for the debt. Ravetto’s press statement would suggest these historical liabilities lie squarely at Fernandes ‘ feet.

    • According to http://bizzy.co.uk/uk/07042086/caterham-sports/ownership
      1MRT Sdn Bhd is the ultimate owner of Caterham Sports LTD. AS in that’s literally what it says. Doesn’t seem very complicated to me. IT’s quite possible that Ravetto and Kolles et al have a rather vested interest in people believing what you basically repeated wholesale from their presser.

      As was pointed out in the article, however, whether or not 1MRT can be held to account for these debts is a different story, but mostly because ownership is in Malaysia, not UK.

      Hope that helps.

    • … and one of those companies is clearly Caterham Sports Ltd – whom the High Court injunction is levied toward who also has assets which are being implemented at present by the new owners of Caterham – can’t have your cake and eat it.

      Further, for the record – a director listed at Companies House may not actually own even a single share in the business. It’s an appointment made by shareholders. Who are unknown.

      Further, if the new owners were serious about Caterham being a going concern… they would not risk the company being wound up, clear the debt and chase Fernandes for his “Breach of contract” – even if it was a verbal assurance.

      Either that or the ‘new investors’ have not enough money to run an F1 team.

  3. Looked fishy the second I saw Kolles was involved the takeover and have been expecting something Forza Rosso-related since then. You’re doing good work keeping us updated and informed on this stuff, thanks!

  4. Very coherent post. Thank you so much for bringing some light onto the issue. As TJ13 has been alluding several times, this very much looks like a scam, beginning with the mysterious Swiss-Arab investors and ending with the continued funding of the 2015 R&D.

    “If we cast our minds back to earlier in the year when all the talk was of new F1 entrants from Haas and Forza Rossa (A Romanian backed entrant fronted by Kolles).”

    I would add to this that Dr Colin Kolles is Romanian-born Călin Colesnic. ( https://en.wikipedia.org/wiki/Colin_Kolles ) Given that he is a Romanian, medical doctor, originally involved in the Forza Rossa project and now being allegedly “advising” “Swiss-Arab” investors (I still can’t get my head around this: is it sandy cheese or cheesy sand?), it makes it all the more fishy.

    Given all these elements, there is a high probability that Forza Rossa itself (via Kolles) is behind this dubious buyout of Caterham. (I may even go into some xenophobic stereotypes at this point, but I’ll probably just avoid that.) And as pointed out in the article, they seem to be milking the last possible drops from Caterham to fund the development of next year’s cars, then transfer the resulting IP to Forza Rossa, and at the same time ensure that one of their direct competitors is comprehensively terminated.

    Ugly beyond belief, but well played..

    • I totally agree with you. Many years ago I worked for Ion Bazac Snr and he was a Mansoor Ijaz type of investor. Like father like son. I would be VERY surprised if Forza Rosa is a genuine attempt at racing, I believe it’s just a scam. Shame …

  5. I still don’t think we have all pieces. Not denying your info or theories judge, I just think there is more to it.

    Manfredi’s 2 statements, as you clearly detailed, are what really caught me as well. 1)investors expect a return 2)the most important thing is to protect “the entry”, or the team racing license.

    “To keep an entry you need to have two cars on the grid, and this is what we are going to do.”

    Manfredi’s most basic intentions are laid out right there.
    He does not speak of winning races, nor of even competing. He does not speak of looking for sponsors, improving the car, or even getting to the finish line. All he cares about is getting two cars to the grid for as long as he is told to. Why?

    I have no doubts that a potential FRR entry would love to have the IP of Caterham, I am just not sure this would have been the best way to get it.
    Why didn’t they just buy Caterham publicly, take what they wanted, and sell the rest? Why keep the team running for 2014?

    I can’t figure out a way for there to be a profit in running things the way they are, and they sure as hell won’t be worth more for resale in a month, if all of their assets have been seized.

    The income from the drivers cannot possibly be greater than the expenses the team currently has. Since there are no sponsors, there is no other income. The only thing Caterham has as an asset right now, is it’s racing license, which essentially will become worthless at the end of the season unless the new “owners” are based in Malaysia.

    Are we saying this is just a simple “bust out”?

    Seize control of a company, spend all the money it has, strip any assets it has left, leave the employees and the legal owner (still Tony F) holding all the debts?

    So the Romanians are real life Sorpano’s, and they then expect to walk onto the grid next year and be able to hire legitimate employees after all this?
    I just don’t buy that. Anyone who is tied to the current Caterham mess, won’t be able to hire reputable engineers. Who would trust the now FRR owners enough to sign a contract? Collin Kolles is publicly tied to both teams, that ship has sailed.

    If FRR already has a racing license for 2015, there must be another reason Caterham is being kept afloat. I think the real answer still eludes us, or more to the point, the right question.

    Thanks for being the only news organization that has bothered to look into this disaster. It has bothered me since the day of the take over. The pieces are starting to form a picture thanks to your research.

    And Judge,
    Brilliant take down of Graham.
    Keep up the great work.

    • Maybe the ‘scam’ isn’t about what happens with either Caterham or Forza Rosso. But just about taking a business opportunity and making the most of it. Ugly, yes. Illegal, as in ‘scam’, I doubt it.
      In here, we’re thinking ‘F1’, but maybe the dentist is just about money.

      • The scam is not just offshoring assets while leaving unpaid liabilities, its about representations made to workers at Leafield some of whom may have decided to wait it out rather than jump ship and move house due to promises of new owners, now looking like they had no real intent of actually solving the debt issue or maintaining the company long term.

        Which isn’t illegal, per se, but is indeed ugly.

    • Tourdog, the point you missed with regards to your comment about keeping Caterham running in 2014 is that if the team folds, the FIA revoke the licence to race.

      The thing to do is keep the team alive, and keep the licence alive. If the FIA revoke it, if the team closes, then a new licence has to be applied for, and a deposit paid to the FIA (several Million Dollars) and the application must now go through due diligence to make sure they have enough cash to play.

      hope that helps?

      • “Tourdog, the point you missed with regards to your comment about keeping Caterham running in 2014 is that if the team folds, the FIA revoke the licence to race.”

        Nope I get that. My point is, if FRR already has another License issued to them by the FIA for 2015, (as Adam Cooper is alleging) then they wouldn’t need to keep the current Caterham License alive.

        If FRR do NOT have a license independent of the Caterham one, then I would understand their need to keep the Caterham license going, and things would make a little more sense.

        The problem then becomes the home Country of the license issued. Caterham is “based” in Malaysia, and it is my understanding that the majority stake in the team must be owned by an entity based in Malaysia. If the team “moves” I believe they would have to get a new license anyway.

        Please correct me if I am wrong.

  6. Tourdog, what happens if the investor is Bernie, and he stands to make more TV revenue (many millions) if he can keep all 22 cars on the grid for the entire season? He would want his identity to be kept secret, and he may be willing to pay Kolles (his close friend) enough to keep it running, with promises done way back for a new licence for FRR (a process perhaps only opened up for this exact scenario to unfold). Manfredi’s only objective would therefore be to get to the end of the season. Regarding protecting the Licence, well, which one individual would be more capable of making promises about its worth, or helping to sell it on than Mr E?

  7. As a creditor of Caterham Sports Ltd this makes very interesting reading. It sort of makes sense if Bernie is funding the 2 Caterham cars to the end of the season so he doesnt have pay out for not having 22 cars on the grid. And Mr Kolles wins either way.

  8. only way to remove ‘owners’ like this from F1 is to make it impossible for sponsors to support the sport if team is structured / operated / opaque as this. If sponsors think they will get bad press / brand damage they will legally insist on good practice and monitor the companies they sponsor along side watching social and other media for bad brand association.

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