Just Retire. Share Discussion Threads

[whibbled] 19/10/2013 20:40

Looks like a 'fat cat only' IPO

"The Global Offer consists of an institutional offer only and ordinary shares of the Company will be offered to (i) certain institutional investors in the United Kingdom and elsewhere outside the United States and (ii) in the United States only to QIBs in reliance on Rule 144A or another exemption from, or in a transaction not subject to, the registration requirements of the Securities Act."

Don't think I would want to play anyway....The 2009 little 'arrangement' cost me a loss of £9k !!

[stegrego] 17/10/2013 07:35

Well guess what, surprise surprise, they are intending to float again on the main market.
Back for more flesh after ripping people off the first time around.....

[topinfo] 25/11/2009 09:27

DJ Just Retirement Trading Suspended Pending Announcement >JR.LN

LONDON (Dow Jones)--The London Stock Exchange said Wednesday that at the request of the company, trading on AIM for the Ordinary shares of Just Retirement (Holdings) PLC (JR.LN) has been temporarily suspended from 0700 GMT pending an announcement.

-By London Bureau, Dow Jones Newswires; Contact Ian Walker; [phone]; [e-mail]

(END) Dow Jones Newswires

November 25, 2009 04:25 ET (09:25 GMT)

[alanrex] 29/9/2009 15:23

masurenguy - but what about your earlier post about waiting for 2-3 months!!

ive decided to treat my holding as cash and will sell when i have a buy order lined up.

[masurenguy] 29/9/2009 15:16

Spoke to the company today. The timeframe embraces a circular to shareholders (to be sent in October), followed by 21 days notice for an EGM (which will be in November) and if the deal is then approved by shareholders an application will go before the Court for approval. This means that, subject to shareholders approval, the deal will not be ratified until late November at the earlieast (and possibly December) and payment to shareholders will follow thereafter (sometime in December is my guess).

I don't propose to wait another 10 - 12 weeks for payment of an additional 1.5p per share so I have sold out today.

[masurenguy] 29/9/2009 08:09

No I don't but would assume that the takeover and payment to shareholders should be completed prior to the calender year end !

[alanrex] 25/9/2009 12:07

its a matter of whether ii can make more money elsewhere..
so you dont know the date either?

[masurenguy] 25/9/2009 11:50

Why sell now unless you need the cash in a hurry. You'll get 74.25p plus the cost of dealing charges. If you wait you'll get 76p and no dealing charges. So you'll be circa 2.5% better off, equivalent to 10% pa, which is not a bad return for waiting 2 or 3 months for your money

[alanrex] 25/9/2009 11:31

At long last. Does anyone know when the completion date is or should I just sell now?!

[masurenguy] 24/9/2009 13:23

From the August 10th RNS: Earlier today Just Retirement announced that it has extended the timeframe within which Avalon would need to submit a firm offer proposal to its Board pursuant to its break fee agreement with Avalon announced on 26 June 2009. In recognition of that time extension, Avalon and Langholm have now agreed to extend the date upon which the Langholm Irrevocable Undertakings cease to be binding. As amended, the Langholm Irrevocable Undertakings will now cease to be binding if no firm offer announcement is made by Avalon on or before 1 October 2009.

October 1st - next Thursday - appears to be the operative date !

[wonder boy] 24/9/2009 12:50

Does anyone understand what is going on here? Looking at the announcements from 10th August, JR told us that Avalon have to come in with a bid by tomorrow, 25th Sep! Avalon said on the same day that the deadline was 1st Oct.

The JR announcement also stated that they would release full year results before the deadline. This has not happened! Why not???

I think if Avalon walk away the share price could actually increase. So long as the delayed results aren't a problem. And if they don't walk then new investors pick up 9% in a week.

[masurenguy] 24/9/2009 10:28

The extended deadline on the Avalon deal is now just a week today !

Can't see why the DD process is going down to the wire but that's the way it looks at the moment. Hope this is not indicative of any previously unidentified financial or accounting gremlins suddenly surfacing.

[alanrex] 16/9/2009 22:18

indeed - surely they wont leave it to the last minute. cant help but feel the absence of a takeover offer would have meant a higher share price given the markets performance over the last few months....

[masurenguy] 16/9/2009 18:24

Two weeks to go before Avalon either have to close the deal or walk away. This company has been in play for nearly 11 months now and it's time that its future was finally resolved so that shareholders also know where they stand too !

[masurenguy] 28/8/2009 16:29

The conditional agreed price of 76p seems cheap to me too BUT a business is ultimately worth what somebody is prepared to pay for it. There is no reason for Avalon to increase their offer unless another party arrived on the scene with a higher bid before the end of next month. Any third party bidder would also have to take care of the penalty clause.

The company has been in play for 10 months now and no better bid has been forthcoming during that time so the appearance of a last minute entrant would seem to be a very unlikely scenario. Since major shareholder Langholm wants to sell there is no option for the company to continue trading as an independent entity either (unless Avalon pull out) and they have already pledged their shares to Avalon at the offer price. So either the deal goes through at 76p at the end of September or Avalon pull out and the company continues as an independent business until Langholm finds another buyer.

You're right - not a great deal for the other shareholders but how bad a deal it is depends upon the price that you originally paid for your shares !

[wonder boy] 28/8/2009 16:17

Whats going on with this bid? Sounds like small shareholders are getting raped to me. Price agreed back in Nov08. Financials and insurance stocks up several hundred percent in some cases since then. Surely 76p is a steal? Is there anyway Avalon will need to raise their offer?

[masurenguy] 27/8/2009 15:30

Yawn......nearly another 5 weeks to go before Avalon proceed at 76p or drop out of the frame altogether. This has now been in play for more than 9 months now !

[alanrex] 15/8/2009 01:22

the time taken is rather frustrating to me.
any thoughts on the short disclosure?

[masurenguy] 10/8/2009 08:03

RNS Number : 1315X
Avalon Acquisitions Limited
10 August 2009

UPDATE ON POSSIBLE OFFER FOR JUST RETIREMENT (HOLDINGS) PLC ('JUST RETIREMENT')

On 26 June 2009, Avalon Acquisitions Limited, a company formed by funds advised by Permira Advisers LLP ('Avalon'), announced that it was considering a possible offer for Just Retirement. Avalon announced it had obtained irrevocable undertakings in respect of 155,128,173 Just Retirement shares, representing approximately 52.29 per cent. of Just Retirement's existing issued share capital at the date of that announcement from (i) Langholm Capital Partners L.P., (ii) LCP (Guernsey) L.P., and (iii) Langholm Capital LLP on behalf of Langholm Capital LLP Co-Investment Plan ('Langholm') to accept an offer from Avalon (if announced) at 76 pence or more per Just Retirement share in cash and to vote against and not accept any competing offer (the 'Langholm Irrevocable Undertakings').

Earlier today Just Retirement announced that it has extended the timeframe within which Avalon would need to submit a firm offer proposal to its Board pursuant to its break fee agreement with Avalon announced on 26 June 2009. In recognition of that time extension, Avalon and Langholm have now agreed to extend the date upon which the Langholm Irrevocable Undertakings cease to be binding. As amended, the Langholm Irrevocable Undertakings will now cease to be binding if no firm offer announcement is made by Avalon on or before 1 October 2009. Avalon and Langholm have also agreed that, should Avalon choose to make a firm proposal by way of contractual offer, the acceptance condition for such offer will not be set or waived below 75 per cent. without Langholm's prior written consent. In addition, Avalon has confirmed that it will not exercise its rights under the Langholm Irrevocable Undertakings to require Langholm to vote in favour of any resolution under note 4 of Rule 16 of the City Code on Takeovers and Mergers and that Langholm shall be free to vote as they see fit on any such resolution. No other amendments have been made to the Langholm Irrevocable Undertakings.

In addition, Avalon has now obtained an irrevocable undertaking from Michael John Fuller in respect of 22,563,539 Just Retirement shares, representing approximately 7.60 per cent. of Just Retirement's existing issued share capital at the date of this announcement, and 219,595 further Just Retirement shares under option. This irrevocable undertaking commits Michael John Fuller to consent to an offer from Avalon (if announced) at 76 pence or more per Just Retirement share if on a scheme of arrangement shareholders are considered to form more than one class, and to vote against and not accept any competing offer. This undertaking will cease to be binding if no firm offer announcement is made by Avalon on or before 1 October 2009.

The making of the offer remains conditional on a number of factors, including the completion of due diligence, and therefore there can be no guarantee that any offer will ultimately be made for Just Retirement. This announcement does not amount to a firm intention to announce an offer. In addition, Avalon reserves its position in relation to the terms of any such offer (if announced), including without limitation the mode of implementation, the form and/or mix of consideration and offer value, provided that any offer at an offer value of less than 76 pence is agreed with the Board of Just Retirement.

A further announcement will be made in due course.

10 August 2009

[masurenguy] 10/8/2009 07:32

RNS Number : 1312X
Just Retirement (Holdings) plc
10 August 2009

Possible offer update

On 26 June 2009, the Board of Just Retirement confirmed that it was in discussions with Avalon Acquisitions Limited ('Avalon'), a company formed by funds advised by Permira Advisers LLP, with regard to a possible offer for the Company. Under the terms of the possible offer, if made, shareholders would be able to elect to receive either 76 pence in cash, or an unquoted partial securities alternative which would enable Just Retirement shareholders to retain economic exposure to the Company. The Board also announced that Just Retirement had committed to pay approximately £2.3 million to Avalon if Avalon delivered a firm proposal to the Board on an agreed set of terms by 20 August 2009 and, among other things, the Board did not recommend the offer within 3 business days, or if a competing third party made an offer for the Company and that offer was successfully implemented.

The Board announces that its discussions with Avalon continue and that, following careful consideration, it has agreed with Avalon for the purpose of the fee commitment to extend the date by which Avalon would need to submit a firm proposal to the Board to 25 September 2009. This extension will enable the Company to publish its results for the full year ended 30 June 2009 prior to the announcement of any offer, if made. In addition, the Board announces that it has given permission for the Chief Executive of Just Retirement, Mike Fuller, to discuss his continued involvement in the business with Avalon. Accordingly all matters relating to the possible offer for the Company will be considered by a committee of the Board comprising Tom Cross Brown, Clifton Melvin, Bert Wiegman, Ralph Peters, Peter Hales, Simon Thomas and Shayne Deighton.

The making of the offer remains conditional on a number of factors, including the completion of due diligence, and therefore there can be no certainty that any offer will ultimately be made for Just Retirement. Avalon, in its announcement on 26 June 2009, reserved its position in relation to the terms of any such offer (if announced), including without limitation the mode of implementation, the form and/or mix of consideration and offer value, provided that any offer at an offer value of less than 76 pence is agreed with the Board of Just Retirement.

This announcement is being made with the consent of Avalon. A further announcement will be made in due course.

[masurenguy] 29/7/2009 12:09

I agree - the Avalon deal undervalues the company on these figures and the current forward outlook but unless someone else comes in with a bid over the next 4 weeks it looks like a done deal at only 76p !

[alanrex] 29/7/2009 10:50

to me these figures question the price of 76p!

[masurenguy] 14/7/2009 08:18

MMs taking the p*ss - markdown on the sale of 76 shares !

[alanrex] 02/7/2009 17:26

masureguy - agreed. was thinking any price would have been closer to 100p and with suggestions of more than one bidder, that was supported. believe now that had there been no takeover talk, the share price could have done better than where we are as the share price would have recovered in line with the march recovery. either way, i hope a bid is completed sooner rather than later so that i can free up some funds at 76p (should still have an OK return)

all imo dyor