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| Share Name | Share Symbol | Market | Stock Type |
|---|---|---|---|
| Constellation Healthcare Technologies | CHT | London | Ordinary Share |
| Price Change | Price Change % | Share Price | Last Trade
|
|
|---|---|---|---|---|
| 0.00 | 0.00% | 216.00 | 01:00:00 |
| Open Price | Low Price | High Price | Close Price | Previous Close |
|---|---|---|---|---|
| 216.00 | 216.00 |
| Top Posts |
|---|
Posted at 20/3/2018 13:53 by quantdragon66 WOW real sad !!!! this certainly does not read right ! why do I feel that I have read the same story a few times before CC Capital came in as a lead investor with their acquisition of CHT. I need to look at past stories, this here sounds like crazy movie story. I also met Parmar and CHT at a group breakfast and did not feel the project CHT was a fraud. I thought Parmar was direct, intelligent, good command over the project and its detail, handled the questions very well, impatient, and even arrogant but did not feel he was a fraud, there is something else here. What a mess, Shocking to say the least. This definitely does not feel right at all I have a gut feeling there is more to this story. |
Posted at 11/10/2017 08:23 by rivaldo Intriguing stuff FYI from yesterday re CHT, Parmar etc.....I'll copy the whole article as the FT might go subscription-access only at some point:"Ex-Blackstone dealmaker stumbles in first solo acquisition Chinh Chu’s healthcare group Constellation said to face potential cash crunch Financier Chinh Chu’s first solo acquisition was supposed to be a quick reorganisation and initial public offering for his newly established private fund, CC Capital Management.Instead, it has become a corporate turnround challenge for the former top Blackstone Group dealmaker, according to people familiar with the situation. Mr Chu’s firm acquired Constellation Healthcare, a group rolling up medical back-office companies, at the end of 2016 for approximately $309m. His plan was to reorganise what was previously a London Aim-listed company and take it public in the US, where its business is based. But now he must determine how much Constellation is actually worth, as the company faces a potential cash crunch, according to those people. The concerns about cash arose after a late September discussion between the board and Constellation’ It was not immediately clear which transactions the board had found troublesome, or how they led to the firm’s unexpected potential worries about cash. The company was a buyout vehicle for small, private healthcare billing and back-office operations, with an opaque ownership structure. The Constellation case underscores the difficulty of finding new investments when valuations are rising in both public and private markets. In September, private equity firms were holding an industry record $942bn of uninvested money, according to Preqin Ltd. Medical back-office businesses offer an alluring pitch for firms looking to deploy such capital: that government policy is driving broad changes in the way doctors’ businesses are managed, which are expected to insulate such firms from economic downturns. The acquisition of Constellation was Mr Chu’s first independent deal after leaving private equity giant Blackstone in late 2015. CC Capital is a co-manager of special purpose acquisition company CF Corp, a publicly traded “blank cheque” company that raised $600m in its 2016 IPO.Despite his big-ticket financial career, Mr Chu has attracted little publicity over the years. In contrast, Mr Parmar’s record has been colourful and, at times, controversial. He took to the airwaves in 2008 to publicise his 32-acre property in New Jersey, offering viewers of ABC’s Nightline programme a personal tour of the residential compound. Two years later Mr Parmar’s lender, Deutsche Bank, filed a foreclosure action in New Jersey. The $23.7m mortgage was eventually restructured and reassigned to an entity called Aquila Alpha, which filed its own foreclosure action against Mr Parmar last year. Mr Parmar confirmed in a message to the Financial Times that he was expected to step down from his role as chief executive of Constellation ahead of an envisioned IPO. He also denied any problem with the company’s cash flow, but did not provide any additional proof or documentation of the company’s cash position by press time. The first of his responses, sent through a messaging app, was sent under the name “Marc Antony”. CC Capital offered outside investors a mix of cash and payment-in-kind-type notes rolling up interest annually, at 3 percentage points above 3-month US Libor, according to Bloomberg data — that would give the notes a yield of nearly 4.5 per cent. The transaction was partially funded by BofA Merrill Lynch, according to the proxy statement sent to shareholders. " |
Posted at 31/1/2017 16:03 by 100laila Hi allThis is totally not standard. You need forms (2) plus W8BEN. The forms must be signed by the registered owner (ie the broker) and have to be signed by the beneficial owner ie you. I have been having strong words with TDDirect and they are now on the case. They will be sending out signed documents to their clients who should sign and send on to Capita the registrar. Documents should arrive tomorrow. If you don't get this right you will suffer 30% witholding tax (rather than standard 15%) and you will end up with B promissory notes rather than A ones. I would recommend you read the "form of declarations" which which is one of the 2 documents that needs completing. It also gives you an overview of what else needs doing. You find this and the other docs on the CHT website - investor relations section and then on RHS there is a caption called recommended acquisition. Good luck. |
Posted at 26/1/2017 19:55 by gary1966 PJ1,Sometimes you have to learn the lesson 1st hand. I guess you hope that a leopard can change his spots. Also previously disgruntled investors aren't always the best to listen to, in this case they kind of were, but I have made a reasonable profit which had I just walked I wouldn't have had. I and others just haven't got out of this what we should have. Gary |
Posted at 23/1/2017 15:11 by gargleblaster Sorry my mistake/mis-understa |
Posted at 22/1/2017 23:06 by gargleblaster 7.5% gain to be had by closing date based on current exchange rates - so a quick arbitrage oppo for investors assuming the spread is not "artificially widened"! |
Posted at 13/1/2017 10:00 by flagon 5th December 2016Constellation bid leaving me bittersweet Last week one of my big holdings Constellation (LON: CHT) was bid for by the CEO/founder Paul Parmar, backed by US private equity. CHT was a key, high-conviction holding for me. Breaking down the bid, there was 235p in cash and 35p of a Promissory Note. We should ignore the cheeky "Promissory Note" which matures in 7 years, and hence the offer price is effectively 235p. Given this company is 100% US$ earnings, when you convert the offer back into $ it's a pretty small premium. I'm unhappy with the bid, as I had high conviction the share was heading towards 300p. It had a decent pipeline of acquisitions and was now debt-free. On the flip side, I have made a decent return so I can't complain too much. Mr. Parmar, the CEO, owned 52% already, so it looks like the deal will get done. Also, it is unlikely there will be another bidder. There is a big break fee in place to dissuade new entrants, and as I said, the CEO own 52%! It's crucial for Management to have skin in the game, but this is an example where the rest of the shareholders are relatively powerless to do anything when the CEO has a majority, even if the price is too low. Paul Parmar is not a popular individual, and if you read his blog you will understand why. In my opinion, some of the more colourful stories of his past led to UK fund managers never giving CHT the rating he wanted, to raise more equity for his acquisition strategy. So he's teamed up with US private equity to execute the same strategy away from public markets. I wouldn't be surprised if we see a NASDAQ IPO in a couple of years at a much higher multiple. Promissory Note presents potential opportunity private investors Many fund managers, including myself, will find it difficult to own the Promissory Note because many have restrictions that funds can only hold listed equity. This, in my view, is what's causing the big discount to the 270p total bid price. For private investors who might not mind holding a 5% coupon note, this creates an arbitrage opportunity whereby today shares can be bought for 213p that are ultimately worth 270p. As I say, it's not for me, but worth highlighting. Link -> As of now $2.93 translates to £2.40 |
Posted at 18/12/2016 22:09 by hrundibakshi Retail investors account for less than 5% of shareholders so it will take some of the large holders to reject this for our voice to be heard.Institutions at the moment are far more flighty than they have been and I think they will not want to get involved in some protracted takeover when the CEO is a majority shareholder and we are not covered by U.K takeover law.I do disagree with the Telegraph that the PIK's are worthless as I would imagine that the special committee are well aware of Parmar and CO's ultimate destination for this company and equally aware (as I have previously stated) they would need to be repaid before any US listing. I would imagine that John Johnston released the following statement with gritted teeth - "This deal will provide the capital that Constellation Healthcare Technologies needs to grow its business at the rate that changes in its market demands while at the same time giving an excellent return to shareholders since IPO." This flies in the face of the proactive investor interview that he gave when he said that CHT was the investment of a lifetime or words to the effect of. |
Posted at 18/12/2016 19:49 by hrundibakshi Thank-you for the post re today's Telegraph - The only way our votes will count is if some of the small institutional holders get behind us. Retail investors account for such a small % of the total shareholders that it wouldn't matter if we all voted against we still cannot change the outcome. I suggest a few calls to the people named in the holding RNS announcements - explaining that we are all being royally shafted by Parmar - is about the only way they may sit up to what is going on. Especially when they realise that the company is worth double the current offer that has been put on the table and Parmar has more to lose than anyone if he can't end up with his precious Nasdaq listing. All of this is my own personal opinion. My hunch etc |
Posted at 29/11/2016 13:06 by mr_benn Investors Chronicle verdict:It's fair to say that corporate activity has been a major feature of my watchlist of small-cap shares in the past few years. It shows no signs of waning, eitherAim-traded shares in Constellation Healthcare Technologies (CHT:222p), a provider of outsourced medical billing services to US physicians, soared on Friday last week after the company announced a merger agreement with a vehicle backed by its chief executive Paul Parmar and CC Capital, a privately-owned investment company. The offer consists of a cash payment of 293¢, equivalent to 235.5p at current exchange rates, and a promissory note worth 43¢, or 34.5p a share, which combined values the fully diluted equity of the company at $308m (£248m), representing a 45 per cent premium to Constellation's previous closing share price.Analyst Guy Hewett at house broker finnCap has suspended coverage after the announcement, but was previously forecasting a $10.2m increase in cash profit to $52.6m based on a $17.7m rise in revenue to $150.3m in 2017, reflecting the upside of acquisitions made in the past 12 months. On this basis, the exit multiple represents just under six times cash profit forecasts to enterprise value, and around 13 times adjusted EPS of 26.9¢ (21.6p).Shares in Constellation initially surged pass the 250p target price I outlined when I initiated coverage at 178p last month ('Constellation's brightening prospects', 10 Oct 2016), but have since drifted back to a bid-offer spread of 215p to 222p. There are several reasons for this.Firstly, the Parmar controlled entities holding 53.5 per cent of the shares will effectively take a 49.3 per cent economic interest in the new bid vehicle, and that's after banking profit on 38 per cent of its shareholding in Constellation, so the chief executive is keeping virtually all his skin in the game. That's not the case for minority shareholders whose only interest in the new bid vehicle will be the payment-in-kind (PIK) promissory note, the terms of which are hardly overly generous: it's unsecured and unlisted; accrues interest at a paltry rate of 5 per cent a year and repayable on or prior to the seventh anniversary of their issuance; and is denominated in US dollars, leaving UK holders exposed to currency risk.Secondly, if the merger agreement is terminated then under certain circumstances, which in my view are not onerous, Constellation will be liable to pay CC Capital's expenses of up to $4m, and potentially is in hock for a further $10m in the event that fewer than 89 per cent of Constellation shareholders vote in favour of the merger agreement. Moreover, if a higher offer is received from a rival bidder, then Constellation will have to pay CC Capital $8m plus expenses. There is a chance that enough minority shareholders may decide not to accept the offer and that could cost the company millions.Thirdly, the 293¢ a share cash consideration being offered to buy out the issued share capital of Constellation's minority shareholders, who control 46.5 per cent of the shares, will cost the bid vehicle $115.6m, effectively all of which is being funded by a new Bank of America Merrill Lynch credit facility arranged by the bidder. Constellation has an ungeared balance sheet, and could just as easily return cash to shareholders by gearing it up rather than ceding control to another party. Moreover, the promissory note is funding a chunky 13 per cent of the total consideration being offered, so to place a value of 34.5p a share on this unlisted paper is unrealistic in my view given the yield being offered and the terms of issue.Fourthly, although the 270p a share offer at current exchange rates is above my target price of 250p and is 51 per cent higher than the level at which I initiated coverage last month, it only represents a small bid premium above my fair value price when you value the PIK note using a more reasonable interest rate of 10 per cent. On this basis, I value the net present value of the note at only 25p in its current form and not 34.5p. Put simply, the cash consideration needs to be much higher than 235.5p a share, and the interest rate on the promissory substantially higher than 5 per cent for the offer to be worth backing. And that's why the shares are trading below the level of the 235.5p cash element of the offer as investors are clearly disinterested in holding an unsecured low-yielding PIK promissory note in a privately-owned Delaware bid vehicle.Of course, shareholders are being given the opportunity to vote on the merger agreement at the forthcoming general meeting and it will only proceed if sanctioned by those controlling at least 89 per cent of the share capital; by a majority of the minority shareholders; and by a majority of the aggregate voting power. Frankly, there is no way I can possibly suggest voting in favour of the merger arrangement in its current form and I will only change that view if it is sweetened to include a higher cash consideration, and a considerably higher interest rate on the unsecured and unlisted PIK notes. This would act as a major incentive for the bid vehicle to redeem the PIK notes as soon as possible, and realign the interests of minority shareholders with those of the bid vehicle, including Constellation's chief executive Paul Parmar. Reject the offer. |
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