Pollen Street Secured Le... Share Discussion Threads

[spangle93] 14/11/2020 08:30

19-October

The Board of Pollen Street Secured Lending plc announces that it has resolved to change the name of the Company to Alternative Credit Investments plc, with immediate effect.

New thread

[yieldsearch] 07/10/2020 08:38

There is a pile of cash doing nothing.
waterfall stated that they wanted to liquidate the structure
the board stated that, should waterfall takeover is not going ahead, the board would likely proceed with a liquidation.
So basically whatever the outcome of the takeover process (after the nth extension...), most likely outcome is liquidation.

so why on earth not distributing the cash NOW to shareholders?
My understanding is that cash is part of the NAV. So am I right to say that the manager is clipping a fee for just watching a bank account grow???I just hope that i am wrong, that's basically mental!
I would guess there is enough to start a lawsuit against the board, for not acting for the interest of the shareholders.

[spangle93] 07/10/2020 07:42

Amazing, another extension. Do you think the lawyers will exchange anniversary cards when the time comes?



In accordance with Rule 2.6(c) of the Code, at the request of the Directors of PSSL (the "Board"), the Panel on Takeovers & Mergers (the "Panel") has consented to an extension of the relevant deadline, until 5:00 p.m. on 3 November 2020 to enable the parties to complete their ongoing discussions. By this time Waterfall must either announce a firm intention to make an offer for PSSL or announce that it does not intend to make an offer for PSSL,

Waterfall has confirmed that it remains committed to pursuing the Possible Offer and is working to complete its due diligence process in respect of the Possible Offer as soon as practicable. As previously announced on 11 August 2020, the irrevocable undertaking to Waterfall from Invesco Asset Management Limited ("Invesco"), the Company's largest shareholder, was extended until 21 October 2020. Invesco has agreed a further extension of the irrevocable undertaking to 4 November 2020 (the key terms of the revised irrevocable undertaking are set out in the appendix to this announcement)

[spangle93] 01/10/2020 08:08

Here is the longer statement by PSSL



Excerpt

The Board is pleased to announce, following its earlier announcement on 14 August 2020, that it has now formalised the appointment of Waterfall as the replacement investment manager. An Investment Management Agreement has now been signed with the new Alternative Investment Fund Manager ("AIFM"), Mirabella Financial Services LLP ("Mirabella") and new Delegated Portfolio Manager, Waterfall, effective from 1 October 2020.
...


As part of the transition, the Board has entered into a termination agreement with PSC by which the existing IMA with PSC will terminate on 1 October 2020. PSSL has agreed to pay to PSC a sum representing the approximate balance of the unpaid base management fee, including the unexpired notice period, payable to PSC.

As announced on 14 August 2020, the Board believes that Waterfall's appointment materially increases the likelihood that a firm all cash offer will be brought to the table for shareholders to consider. As previously stated, if a recommendable offer is not forthcoming the Board is likely to recommend to shareholders that the Company pursues an orderly run-off with capital to be returned to shareholders in as timely a manner as possible during the process. Any change to the Company's investment policy will be conditional upon the approval of shareholders. Further announcements will be made in due course.


Simon King, Chairman, commented:

"The Board is pleased to effect the change of Investment Manager, something which the Board unanimously and firmly believes is in the best interests of shareholders. This follows a period of intensive and rigorous preparatory work undertaken by Waterfall and its legal advisers."

[spangle93] 01/10/2020 08:03

Statement by PSC Credit Holdings LLP


PSC Credit Holdings LLP is pleased to confirm it has reached agreement with the board of Pollen Street Secured Lending plc for the early termination of the Investment Management Agreement in place between the two entities. Termination will be effective as of 1 October 2020.

[yieldsearch] 30/9/2020 21:03

EPS 5.54p vs 22.20p (June 2020 vs June 2019)

Profit after tax (end june 2020)
Revenue: 11,560
capital: (7,741)
net :4,089

Profit after tax (end june 2019)
Revenue: 16,389
Capital: 245
net: 16,634

So EPS down largely due to capital wrdown but also reduction in revenue

Revenue: if you go through the Consolidated Statement of Comprehensive Income and comparing 2019 vs 2020, you will see that the net operating income before fund costs has reduced (24 now 19), with cost broadly unchanged (8.1 now 7.7).

hopefully writedown is one off, but seems that the revenues are reducing while expenses is flat. unsure about the dividend cover..

[lasata] 30/9/2020 18:18

What level would a cash offer be made at per share?

What would the "run off" value be per share?



"As announced in the Group's most recent update to the market on 8 September 2020 it is expected that transition of the Group's investment management contract to WAM will be completed as soon as practicable. Discussions regarding a possible cash offer by WAM are also ongoing.

Since 30 June the Group has continued to reduce leverage and increase its liquidity. This pattern is expected to continue in the light of continued market uncertainty resulting from the COVID-19 pandemic and pending the change of investment manager.

If a cash offer for the Group is not completed the Board expects to recommend to shareholders that the Group's investment policy is changed to provide for a controlled run-off of the Group's assets and return of capital to shareholders. Any change of investment policy will be subject to shareholder approval."

[lasata] 30/9/2020 18:10

Any view on tonight's announcement?

[yieldsearch] 30/9/2020 16:23

next "deadline" soon on the 6 October.
Initial notice was issued on the 25.02.2020. One would expect that during a period of 224 days, a company would be able to ascertain the value of the target company and be able to firm up on its bid.

Let's hope so.

The existing asset manager is on its way out, so in all logic probably not making extremely smart investment for PSSL (any benefit would go to the next asset manager). Cant blame them for that.

The cash balance has grown to £141m at the end of August(factsheet 31 July 2020). that cash balance is earning basically zero, and the shareholder are expecting a dividend of 6+%. How on earth can this work?

Why the board has not decided to start a tender offer or just distribute cash back as form of an exceptional dividend (191p per shares)? multiple statements suggesting that liquidation is the most likely outcome, well why keeping cash then?? And clearly waterfall could reduce their bid on a proforma basis

The new asset manager (likely Waterfal) cannot really make any decision, well because the existing asset manager is still in place, and also really because they are busy firming their bid on the company. One could argue that there are some conflict of interest (telling the board this asset is weak so i can bid it lower?).

So all in all a complete disgrace

[spangle93] 08/9/2020 08:15

Another extension - reads more like an "as you were, men" statement

[spangle93] 03/9/2020 09:14

There's your dividend announcement, chopp1

Since your 18 Aug post, I tried to contact the company on that matter without reply.

However, previous 2Q's have been ex-div on 15-AUg and paid in Sept so I'm not sure if by delaying the dividend, they are trying to skip a quarter. Maybe I'm reading too much into it

[chopp1] 01/9/2020 07:56

Still no announcement on the Q2 dividend which is now way overdue. I’m starting to feel like the directors are treating their shareholders with contempt!

[chopp1] 18/8/2020 16:26

Thanks Spangle. I have e mailed investor relations on the matter but whether I get a reply is debatable!

[spangle93] 18/8/2020 15:39

Heyup Chopp

It's a bit hard to follow all that real stuff among the garbage RNSs.

My 1Q was paid on 19th June OK

Last year they announced "On 1 August 2019, the Directors declared an interim dividend of 12p per ordinary share for the three month period to 30 June 2019. The dividend will be covered by income of 12p, from Company’s revenue reserve. The dividend will be paid on 30September 2019 to shareholders on the register as of 16 August 2019. The ex-dividend date is 15 August 2019"
So we'd be overdue a similar announcement, as you say

The HONY offer on 6 Aug specifically notes
to take account of the value of any dividend or other distribution which is announced, declared, made or paid by PSSL or HIT after the date of this announcement, other than the dividends, if any: i. declared by PSSL in respect of the three month period to 30 June 2020, provided that such dividend does not exceed 12.0 pence per PSSL ordinary share in aggregate and is covered by income for the period;

Again it implies that none yet has been announced

[chopp1] 18/8/2020 15:08

What’s happened to the Q2 dividend? Should have gone ex div by now, but PSSL board have been totally silent on it.

[spangle93] 14/8/2020 17:13

Typo - No, although we'd be eligible for 2Q and 3Q interest

HONY's offer has been made on the basis of an unaudited "NAV for NAV" combination. Based on HIT's and PSSL's unaudited NAV per share (post recent share buybacks) of 1,016.4p and 948.8p at 30 June 2020 respectively.

Because HONY is on a greater discount, their shareholders clearly have more to gain.

This would appear to be the key attraction

" As previously stated, HIT would seek to operate an active discount management policy as well as proactively seeking to manage any investor specific liquidity demands. HIT is in active consultation with PSSL shareholders regarding the terms of the active discount management policy for the Enlarged Group. Following completion of the combination, the liquid assets of the Enlarged Group will be utilised to maximise total shareholder returns which will include, inter alia, significant periodic returns of capital to shareholders via the use of selective share buybacks and/or tender offers as well as potential strategic placements with new investors. HIT's commitment to a value accretive active share price discount management strategy was highlighted most recently by the share buyback announced on 10 August 2020.

Following completion of the combination, HIT will conduct a £200 million buyback via a tender offer structure to recognise the desire of certain investors to realise cash. The price will be struck at an attractive premium to the prevailing trading levels, at a price no lower than 10 per cent discount to the NAV per share of the Enlarged Group.

[typo56] 14/8/2020 15:01

Am I reading it correctly? How is 0.9335 shares in HONY a good deal for PSSL holders? Are there dividends I'm not taking into account?

[spangle93] 12/8/2020 12:47

Strange - wonder what the sticking point is.

Waterfall says it's committed to fulfilling the deal, but it was "possible" rather than irrevocable, and even in the latter case, irrevocable doesn't mean they can't walk away.

Still plenty of what looks like retail trading happening

[yieldsearch] 12/8/2020 11:05

extension again. no explanation why it is extended again.

Pollen Capital the day before stating that they provided all the information a while ago. seems that some third parties didnt waive their confidentiality clause which may be the reason why this is always extending.


Just messy, board busy, pollen busy, waterfall busy, i just hope that someone is still monitoring the assets as the UK just posted some ugly economic GDP numbers

[yieldsearch] 06/8/2020 18:50

rns out from honeycomb (managed by same company, pollen street capital).

potential merger of honeycomb with pssl, large size, economy of scale, more liquidity apparently.

i thought that a large part of the PSSL shareholders wanted to cash out, so how could they be interested in shares on a larger group?

[yieldsearch] 14/7/2020 12:00

Waterfall extended again and may be extended further...
Price creeping up, not clear why..


In accordance with Rule 2.6(c) of the Code, at the request of the Directors of PSSL (the "Board"), the Panel on Takeovers & Mergers (the "Panel") has consented to an extension of the relevant deadline, until 5:00 p.m. on 11 August 2020 to enable the parties to continue their ongoing discussions. By this time Waterfall must either announce a firm intention to make an offer for PSSL or announce that it does not intend to make an offer for PSSL, in which case the announcement will be treated as a statement to which Rule 2.8 of the Code applies. This new deadline can be extended with the consent of the Panel in accordance with Rule 2.6(c) of the Code