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Caffyns Share Discussion Threads
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|No need to apologise, Muckshifter. Earlier you alerted me to a much more significant error on my part.|
|The "real question" is indeed a good question.
(1)in practical terms, the family held prefs are indeed voters;
(2) A bid for the Company would not be "Class 1" transaction, unless it arose out of a complex merger or similar.
In practical terms, a bidder would not achieve 51%, or more importantly, 75% control by bidding for the Ordinary shares alone.
Therefore, he would first need to negotiate a price for the family pref. In conjunction with that, the Panel would demand an "appropriate" offer be extended to the Ords.
In practice, any bidder will need to sit down with the Panel in advance to agree how the Offer should be split.|
|Yes, sorry CJohn, I realised after writing the posts above that the 2nd prefs were the 6% ones, which makes the £24,000 p a dividend right, because they were 10p shares and there were 2 million issued. The real question, to which I've never found a definitive intelligible answer in the mumbo jumbo provided by the stock exchange, is whether or not a takeover bid for the company is classified as a Class 1 transaction, which would disqualify these shares from voting on the issue. I believe it probably is, which changed the situation of Caffyns drastically, imho, because without those votes the family shareholding is considerable, but not decisive in a takeover context.
|Hi Muckshifter and Mikke, I wonder if you are at cross-purposes? The second preference shares are 6% preference shares and these 6% prefrence shares do have voting rights in some, but not all situations.|
|Thanks for the info- so how much control do the caffyns family have under these circumstances- does anyone know?|
|No, they don't. The 2nd preference shares, have for most votes, but not all voting situations, but the other two preference categories don't have votes.|
|Does anyone know whether the 6% preference shares have voting rights?|
|As NTV hinted previously, Mark Bruce-Smith has joined fellow professional investor, David Barry, in selling out.
In theory Caffyns can sell these shares back to the market if and when the price goes up, thus booking a profit for shareholders.
In practice, "treasury" shares are often, and controversially, used to satisfy directors' bonuses.|
|What does this effectively mean?|
|Company purchase of 101,500 shares to be held in Treasury is the answer.|
|Does anyone think something could be happening here? Reason for my question- high trade figure on Friday- when was the last time 100,000+ share were traded in one day.|
|Muckshifter and NTV are both correct.
A Circular dated 21 December 2015 outlines certain circumstances where the Second Prefs can no longer vote (Pages 8 & 9).
In practical terms, the voting ban would come into effect only when voting on a either a large ("Class 1") or a related-party acquisition.
Page 49 of the same document suggests that, in all other respects, the Second Pref do retain full voting rights. Accordingly, I consider that Second Pref shareholders would have a strong hand in the event of a take-over bid for Caffyns.|
|that was taken from their website|
|I think you're wrong about "full voting rights! NTV. If you read the company's RNS of 18/12/15 and the premium listing rules. I gave an extract from that RNS a few posts ago.|
|Bruce- smith selling as well or are David Barry and value investments picking up is stock hence earlier sells|
|Mr S G M Caffyn and Miss S J Caffyn are directors of Caffyn Family Holdings Limited which owns all of the 2,000,000 6% cumulative second preference shares which have full voting rights.|
|Having just opted to retain a "premium" stock exchange listing, I guess they are prepared to suffer the red-tape costs of staying public.
Even so, I think that's a fair question you've raised, especially if they can keep buying in shares cheaply.|
|Could this be going private then or is that highly unlikely too?|
|In the wake of 20%-30% falls since Brexit in the shares of previously acquisitive groups such as Vertu and Lookers, I'm guessing David Barry judges that any bid propects with this one have vanished for the moment.
Even if he is proved wrong, the shrewd Mr Barry will be happy to bank a small gain and move on to his next target.|
|Why would they sell at 525 if there is any reasonable likelihood of an increase in the coming weeks?|
|Yes, a sale by David Barry, a well-known professional investor, reducing his stake to 81,500 shares.
But I expect that holding has now dropped to nil: there was a further large trade (101,500 shares) just before the close on Friday.
More intriquing is who was the buyer: the Company itself ?|
|Any ideas if the recent notification was an acquisition or a disposal?I do wish this was made crystal clear on the submission forms- LSE should update their forms for quick information checking for shareholdersThanks to all who comment/respond or clarify|
|Muckshifter, thanks yet again for that further information. After reading the new Listing rules, I was intriqued by new references in the takeover code to "comparable" offers being required for non-votiing equity.
If I am not mistaken, none of the above has yet been tested ?|