Sigmaroc Share Discussion Threads

[zcaprd7] 15/12/2016 11:34

Calculation of £45m cash to buy £3m of profit? I suppose the revenue is more useful at this stage...

[zcaprd7] 15/12/2016 11:32

Hmm. Interesting. Not sure I'll make the meeting on the channel islands! As I said before, great tax efficient first location for the first deal... Let's see what they get up to next year...

[ieh fan] 15/12/2016 09:34

I don't think it gives us any advantage vs those participating in the 40p placing. However, those placees and us will stand to make a lot of money out of this company so I don't begrudge that too much.
MCAP should be a lot higher in 6 months time.

[flashheart] 15/12/2016 07:54

I think it will considerably. Consider we had a holding in a company shell of market cap 1m and no profits. We are now consolidated pro rata............but we have a pro rata holding in a company raking in 26m a year in revenues of which nearly 3m is profit and growing. This will need to be factored into the listing price.

[soulsauce] 15/12/2016 07:33

£45m jeeze and consolidation of 104:1 not sure how that benefits existing shareholders.

[defcon3] 15/12/2016 07:16

SigmaRoc (AIM:SRC) is pleased to announce that it has conditionally agreed to acquire Ronez, a wholly owned subsidiary of Aggregate Industries, part of the LafargeHolcim Group, for £45.0 million in cash (the "Consideration"). In conjunction with the Acquisition, the Company also announces that it has conditionally raised approximately £50 million (before expenses) via the issue of 100,000,000 New Ordinary Shares and 10,000,000 Convertible Loan Notes. Strand Hanson Limited is acting as Nominated and Financial Adviser to the Company, and Zeus Capital Limited is acting as Broker to the Placing. Highlights of the proposed Acquisition and Placing:· Consideration payable by the Company in respect of the Acquisition of £45.0 million in cash.· Placing of 100,000,000 New Ordinary Shares at 40 pence per share and 10,000,000 Convertible Loan Notes at £1 per note to raise approximately £50 million before expenses.· Net proceeds of the Placing will be used to satisfy the Consideration and for working capital purposes.· Ronez is a fully integrated producer of construction materials and operates two hard rock quarries and multiple business lines with associated production units across Jersey and Guernsey, with approximately 3.36Mt of Proved Mineral Reserves and a further 6.22Mt of Measured and Indicated Mineral Resources.· In 2015, Ronez recorded revenue of £26.3 million and operating profit before tax of £2.94 million.· Ronez is a cash-generating and profitable business, with an established track record, providing the Company with a platform to accelerate its growth and fund the continued execution of its wider business plan, being the pursuit of acquisitions of high quality and niche market assets in the construction materials sector.· Share Consolidation with a ratio of 104:1 such that, subject to the passing of the Resolutions, for each 104 Existing Ordinary Shares held, Shareholders will be issued one New Ordinary Share worth 40 pence each (based on the price immediately prior to the Company's suspension announcement of 5 October 2016) on Admission. Due to its size and nature, the Acquisition constitutes a reverse takeover of the Company pursuant to the AIM Rules. The Acquisition will be conditional on, inter alia, approval of Shareholders at the General Meeting to be held at 12.00 noon on 3 January 2017 at the offices of Artemis Trustees Limited, Trafalgar Court, 2nd Floor, East Wing, Admiral Park, St Peter Port, Guernsey GY1 3EL Channel Islands.The Notice of General Meeting, along with an admission document dated 15 December 2016 ("Admission Document"), has today been posted to Shareholders. A Form of Proxy has also today been sent to Shareholders and can be downloaded from the Company's website: www.sigmaroc.com. Shareholders are encouraged to return their Form of Proxy as soon as practicable or, in any event, by no later than 12.00 p.m. on 29 December 2016. The Form of Proxy must be sent or delivered to Share Registrars Limited at The Courtyard, 17 West Street, Farnham, Surrey GU9 7DR or by email to [e-mail] extracted from Part I ("Letter from the Chief Executive Officer of SigmaRoc plc") of the Admission Document is set out below. A copy of the Admission Document is available on the Company's website: www.sigmaroc.com. Assuming that the Resolutions are approved, it is expected that the Acquisition will complete, Admission will occur and trading in the New Ordinary Shares will commence at 8.00 a.m. on 5 January 2017. Accordingly, trading in the Ordinary Shares will remain suspended until such time. Capitalised terms used in this announcement carry the same meaning as those ascribed to them in the Admission Document, unless the context requires otherwise. Max Vermorken, Chief Executive Officer of SigmaRoc, commented:"Ronez presents an excellent opportunity to acquire a profitable and well managed building materials business in a very stable market. It will be our cornerstone asset and a great starting point in the journey to grow a niche focused building materials business. We look forward to working with the local management team and are confident that we can support them to further improve on Ronez's impressive operational and financial performance."The acquisition of Ronez is the first of what we anticipate being a pipeline of value accretive deals and we are delighted to have secured broad buy in from UK and Channel Island investors keen to support our ambitions."

[ieh fan] 08/12/2016 17:08

I'd expect the deal to be presented to shareholders next week for voting.

But that's guesswork is this is a first timer for me!

[zcaprd7] 08/12/2016 17:01

Deal tomorrow then?

[ieh fan] 08/12/2016 11:23

Shareholders will definitely back it. What's the alternative?!

[zcaprd7] 08/12/2016 10:21

I guess. Regulatory would have been the toughest bit. I presume the finances are contingent on that, and then shareholder approval a doodle...

[ieh fan] 08/12/2016 09:11

So, what next? a GM, I assume?

[zcaprd7] 08/12/2016 08:57

8 December 2016SigmaRoc plc("SigmaRoc" or the "Company")CICRA ApprovalSigmaRoc (AIM:SRC) is pleased to announce that, further to the Company's announcement on the 21 November 2016, the Company has today received formal approval from the Channel Islands Competition & Regulatory Authorities ("CICRA") in respect of the proposed acquisition of Ronez Limited from Aggregate Industries Limited, a wholly owned subsidiary of LafargeHolcim Ltd.Further announcements will be made in due course, as appropriate.

[defcon3] 07/12/2016 21:13

Worth looking at top linehttps://twitter.com/tweetingtom_/status/806555257639669760

[zcaprd7] 01/12/2016 11:42

Must be a decent whack of revenue. It will be interesting to see their plans, it used to supply UK mainland back in the day... Or is this just a cunning tax dodge by making the first deal with a channel island firm?

[zcaprd7] 28/11/2016 18:25

Erm, I have the same number of shares as the CEO. So with respect, I am entitled to take a pessimistic approach...

[flashheart] 28/11/2016 15:34

Also kemmetin, besides the actual value assigned to the new business, the share price should possibly reflect an enterprise value and growth prospects as well. This is my optimistic view but a possibility nonetheless.

[flashheart] 28/11/2016 14:50

I would go along with that I think kemmetin and yes many deals to come as they grow the business.

[flashheart] 28/11/2016 08:16

These are issues which would have been covered during due diligence zcaprd7 and it's regard expansion, not operation of the existing mine. With respect, I think you're trying to find issues and problems where there aren't any or would have been covered. Remember we have an experienced capable team who have done all this before.

[zcaprd7] 28/11/2016 08:04

From my digging around, I could see there were some local issues around expansion of the quarry site, and adapting some local race course?

[ieh fan] 27/11/2016 12:01

As long as the deal is a reasonable one (ie not too extortionate a price imv) then I would imagine most shareholders will vote for.
I see regulatory approval as a foregone conclusion. Hope that's realistic rather than naive.

[zcaprd7] 26/11/2016 21:24

Ahh yes. Financing. Shareholder approval and regulatory (channel island approval) should all be in the bag then?

[flashheart] 26/11/2016 13:26

Quite correct in my understanding as well ieh fan.

[ieh fan] 26/11/2016 10:21

That was the 'exclusivity' period to negotiate the deal.
The deal's been finalised subject to certain conditions (our approval), so my understanding is that the 8-week period no longer applies.

We do of course have the 6-month AiM rule to deal with in...Jan/Feb, if it comes to that.

I'm expecting notice of a GM to be announced as soon as the regulatory authority approve the RTO.