|Pentangle, it was me that was overly optimistic! Barclays are finally paying me on Monday, almost three weeks later than you!|
|What happens to TIG now,
Will it still trade under another name, Cheers ??|
|Good going indeed! I wonder how long Barclays will take to launder the money. It's usually at least a day after everyone else.|
|Not overly optimistic B1ggles! AJ Bell credited my account in full today.|
|That's a bit optimistic, pentangle! I had seen the date of 2 Dec as the payout date somewhere, which isn't bad the way these things go.|
|The shares delist tonight. Wonder if we will get paid out tomorrow. Hope so as there seem to be quite a few attractive alternatives at present to reinvest in.|
|I haven't experienced a takeover before and would like some clarity on it.
If shareholders do not sell TIG shares before suspension on 17 Nov 2015 (from Posting of Scheme Document 16/09/15), will shareholders automatically be credited at 40p per share, i.e. without contacting their stockbroker or doing anything else? Thanks|
|There we have it - its a done deal
Innovation Group PLC Results of Court Meeting and General Meeting
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RNS Number : 8441B
Innovation Group PLC
09 October 2015
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN PART IN OR INTO ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR SUCH JURISDICTION
FOR IMMEDIATE RELEASE
The Innovation Group plc
Results of voting at Court Meeting and General Meeting
Recommended proposals in relation to the acquisition of The Innovation Group plc ("Innovation") by Axios Bidco Limited ("Bidco") by means of a scheme of arrangement under Part 26 of the Companies Act 2006 (the "Acquisition")
Innovation is pleased to announce that shareholders approved the scheme of arrangement proposed in the circular posted to shareholders on 16 September 2015 (the "Scheme Document"), without modification, at the meeting convened pursuant to an order of the High Court and held earlier today (the "Court Meeting"). At the general meeting immediately following the Court Meeting (the "General Meeting"), shareholders also approved the resolutions proposed in the notice of the General Meeting included in the Scheme Document.
At the Court Meeting held on 9 October 2015 at 10.00 a.m., the resolution to approve the scheme of arrangement between Innovation and the Scheme Shareholders, proposed to be made under sections 895 to 899 of the Companies Act 2006 (the "Scheme"), was passed by the requisite majority of Scheme Shareholders by way of a poll.
The results of voting at the Court Meeting were as follows:
Resolution to For Against
approve the Scheme
Number of votes: 875,622,200 463,682
Number of voters: 213 17
The total number of votes validly cast was 876,085,882, representing 71.2% of the Scheme Shares.
At the General Meeting held on 9 October 2015 at 10.15 a.m., the resolution as set out in the notice of the General Meeting included in the Scheme Document was passed by the requisite majority of shareholders by way of a poll. The resolution comprised a special resolution approving certain corporate authorities requisite to the Scheme and making certain changes to Innovation's articles of association.
The results of voting at the General Meeting were as follows:
of votes by total
Resolution For Against Withheld cast votes
1 of association) 876,599,492 515,888 26,946,059 877,115,380 71.3%
The above figures include votes cast by way of proxy.
Votes withheld are not counted in the proportion of votes "for" or "against".
Shares in issue: 1,230,299,569
Implementation of the Scheme remains subject to the satisfaction of certain conditions which are set out in Part Three of the Scheme Document. These include the High Court making an order sanctioning the Scheme at a Court Hearing which is expected to take place on 16 November 2015. The Scheme will become effective upon the delivery to the registrar of companies for England and Wales of a copy of the Court order sanctioning the Scheme. This is expected to occur between 18 November and 25 November 2015.
Dealings in Innovation ordinary shares are expected to be suspended at 5:00 p.m. on 17 November 2015. It is expected that the cancellation and delisting of Innovation ordinary shares will occur at 8:00 a.m. on the day following the effective date of the Scheme.
The dates stated above are indicative only and will depend, among other things, on the date on which the Conditions are satisfied or (if capable of waiver) waived, the date on which the Court sanctions the Scheme and the period of time taken by HMRC to stamp the Court order.
In accordance with Rule 9.6.2 of the Listing Rules, a copy of the resolutions passed have been submitted to the National Storage Mechanism.
Capitalised terms used but not defined in this announcement have the meaning given to them in the Scheme Document.|
|The bid will still go through - and there is unlikely to be another bidder, bid has the opportunity to pick up more shares at less than the offer price.|
|I sold out this morning. I'd been holding out in the hope of an improved bid. This now looks highly unlikely. It'll probably go through at 40p, but there's now a real risk Carlyle pull the bid or seek to renegotiate down. If they pull, the share price would tank IMO.
|I am sure they can but probably won't if we are just talking about an accident of the timing of contracts. Glad I sold half as an insurance policy though as it does introduce uncertainty which was not there before.|
|Question is , can bidco pull out or lower their offer ?|
|Profit Warning !
The Innovation Group plc
("Innovation" or the "Group")
In the document sent to shareholders in relation to the recommended offer by Axios Bidco Limited ("the Offer") dated 16 September 2015, the Board of Innovation made the following statement in relation to trading:
"Trading is currently in line with Innovation Directors' expectations, despite the significant headwinds that have continued (such as benign weather conditions reducing claims volumes in the UK property business and adverse currency fluctuations) and a requirement to close a small number of significant contracts before the year end. If Innovation does not close all of these contracts prior to 30 September 2015, profits for the financial year ending 30 September 2015 will be negatively affected."
While the financial year has not yet closed and therefore full year results are not yet known, the small number of significant contracts identified remain in advanced discussions, but partly as a consequence of time and effort committed by management to the Offer, are in the Boards view, likely to close after the end of September.
Primarily as a consequence of this, but also due to the UK property business not having recovered in the second half, sales and profits for the financial year will be negatively impacted and the Directors now believe that Adjusted Profit for the year ending 30 September 2015 will be significantly lower than their previous expectations.|
|Raft of deals above 40p today.
Something brewing IMHO!|
|If the price does not edge above 40p by the end of next week it should be a done deal. If anyone else is sniffing around there will be insider deals (shock, horror) which will push the price up. If it stays resolutely below the offer price then one may as well sell in the market as hang on for the extra 0.5% or so.|
|mckenzie one, the answer is 42.|
|well this deal is nailed on - so may as well hold in case a carpet bagger comes in!|
|SP has stayed very strong, c.300k went through at 40p today.
Carlyle's irrevocable undertakings also dropped, albeit by only 0.1% as a result of NFU choosing to sell in the market.
Increasingly thinking there's a few twists and turns to come on this.
Can anybody tell me what it all means Please|
|I sold half my holding at 39.767p yesterday, but plan to run the rest.|
|Interesting comment on Carlyle's offer, in todays FT:
Ian Spence, analyst at Megabuyte, the research group, said that “a counter-offer cannot be completely ruled out, given the weight of private equity money in the sector currently”.
He pointed to how UK insurance software companies have frequently fallen into private hands in recent years, citing deals such as OpenGI’s takeover by Montagu for £300m in 2014 and SSP’s acquisition by LDC for £207m in March this year.|
|I'd say from previous experience it'll be 8+ weeks before payments are made.
The price was very strong today, touching the offer price on occasions. Also interesting that there were several large transactions at 39.75p during the afternoon. Suggests either Carlyle are mopping up what's available or some institutions are looking for more.
This space is very hot at the moment so IMV there could well be other interest. IBM possibly given they led the coop deal???
Holding tight for now!
|Anyone know when we are likely to get paid out - it's been a while since I had a takeover and I can't remember. At present you can sell in the market for a 1.25% discount to the offer price, but I have a fairly large holding so it's still quite a lot of money to give away.|
|A rarity to get my timing right, and unfortunately it was a rather tentative purchase, so can't retire quite yet!
Suspect we'll find out pretty soon the deal with Carlyle. If it's got management and key investors behind it, it's likely to be a done deal, but the premium isn't great, so I'm going to hold on for a while and see whether anything else emerges. Edison were valuing the BPS business on its own at 34p a while back. So with software having delivered a £46m contract and benefiting from the demise of Quindell, a price closer to 50p isn't an impossibility.
Agree Pentangle re. Value. There's still further to go in terms of the rush of UK Technology businesses off the market - have significant positions in IQE, Brady and Lombard Risk - all three of which are IMV quite likely to be taken out in coming months.
|I tend to agree 40p is a bit on the light side. However, it's not a bad thing to have cash in this market as there are some obvious bargains around which there weren't a few months back. On my experience of previous takeovers we may well be able to sell in the market at 40p as Carlyle hoovers up as many as they can. Of course if you sell out you miss out on the chance of a counter bid, but with an agreed bid I imagine that's not very likely.
And well done Techno20. I remember that day when they plunged to 21p as a complete overreaction to some delayed contracts. You did well to jump in.|