Brit Insurance Share Discussion Threads

[slopsjon] 10/3/2011 13:48

Delisting

Following the announcement made on 9 March 2011 that the recommended cash offer
by Achilles Netherlands Holdings B.V. ("Achilles") for Brit Insurance (the
"Offer") has been declared wholly unconditional, the Company confirms that it
has made application to the UK Listing Authority and the London Stock Exchange
to cancel the admission to trading of the Brit Insurance Shares on the London
Stock Exchange's market for listed securities and to cancel the admission to
listing of such securities on the UK Listing Authority's Official List. It is
anticipated that such cancellation will take effect at 8.00 am on 7 April
2011. Accordingly the last day of dealings in Brit Insurance Shares will be 6
April 2011.

The cancellation of the admission to trading of the Brit Insurance Shares will
significantly reduce the liquidity and marketability of any Brit Insurance
Shares not assented to the Offer at that time and Brit Insurance shareholders
should be aware that there may be no future market for Brit Insurance
shareholders to realise their investment in Brit Insurance.

[spob] 09/3/2011 16:26

Just do what Tesco did to Tom Hunter when he tried to block takeover of dobbies






Sir Tom Hunter ends stand-off with Tesco
By Maggie Urry

Published: May 21 2008 10:00 | Last updated: May 21 2008 11:20

The stand-off between Tesco and Sir Tom Hunter over Dobbies, which reached the courts last week, appeared on Wednesday to have been resolved with Sir Tom's West Coast Capital agreeing to accept a £12 a share bid for his 29.2 per cent stake in the garden centre business.

Assuming the deal goes through Tesco will apply to have Dobbies shares delisted from the Aim market and will compulsorily buy-out any other minority shareholders. Dobbies shares fell 37½p to £11.75 in morning trade.

The offer, which values the whole of Dobbies equity at £124.5m would give Sir Tom £36.3m. Dobbies, which was holding its annual meeting on Wednesday, said it would give shareholders its advice on the offer in due course.

Tesco acquired 65.5 per cent of Dobbies last year with a bid at £15 a share. But Sir Tom, who had also been interested in buying the business, was left as a large minority shareholder having paid prices from £5 to £18.45 for his shares. He is likely to have roughly broken even on the investment. WCC controls rival garden centre chains Wyevale and Blooms of Bressingham.

Tesco said the £12 price, although £3 below last year's bid price, was a fair one reflecting the current state of the market and given that last year it had been paying a premium for control of Dobbies.

Last month, Dobbies reported a fall in profits for the year to October, after exceptional charges relating to the takeover.

At the annual meeting, Lucy Neville-Rolfe, chairman of Dobbies who is also Tesco's corporate and legal affairs director, said that sales in the first half of the year, to end April, were up 4.5 per cent, but had fallen by 6.8 per cent on a like-for-like basis. Sales in March and April of 2007 had been strong thanks to warm weather.

Since the half year end, though, sales had risen sharply, and were up 30.2 per cent in the three weeks to May 18 or 15.8 per cent in comparable stores.

The uneasy relationship between Tesco and Sir Tom since the takeover broke into a row last month when Dobbies announced a £150m rights issue, which would have required WCC to invest a further £44m to retain its percentage holding.

WCC took the issue to court accusing Dobbies' Tesco-dominated board of riding roughshod over minority shareholders by ceasing dividend payments and using the rights issue to take full control of Dobbies. It asked the court to stop the equity issue.

However, the judge found in favour of Tesco. In the aftermath Sir Tom threatened to continue with the legal process, and said he had support from others of the 300 minority shareholders. But he also hinted he would accept an offer of over £12 from Tesco to settle the long-running dispute.

Tesco regards the garden centre sector as a growth market and was keen to have full control of Dobbies. At the annual meeting, Dobbies decided to postpone a vote to approve the rights issue to allow shareholders who had applied to take up their entitlement to withdraw their applications.

[ursus] 09/3/2011 13:22

boros - the offer had to be declared unconditional by the offeror by 10/3 or it wd have lapsed. having done that, it is open to the offeror to extend the date for acceptance, which (as coolie observes) 13% have not accepted. their rights are pretty limited however - really to make a nuisance of themselves by hanging around to share dividends etc

[effortless cool] 09/3/2011 13:13

Interesting that there are still 13% that have not accepted. The emphasis on "squeeze out" suggests that there may be interesting battles to be fought post-delisting.

Shame it won't be in the public domain.

[crawford] 09/3/2011 07:15

FINALLY!!!

[boros10] 08/3/2011 11:15

There are squeeze out provisions which may be used if they don't to 95%.

It is possible some of the arbitrageurs want to roll over their shares in Brit into Newco shares and particpate in the buyout.

Takeover Panel has set March 10th as final deadline - but offer has been extended to March 19th. Don't really understand this. Can anyone help?

[boadicea] 07/3/2011 14:23

They appear to be having difficulty reaching the 90% mark - which I assume is required for compulsory acquisition of the outstanding shares.
As the quote can be withdrawn (requires only 75% which they have) the ~12% not so far accepting could be in a generally disadvantaged position.

[togo2] 07/3/2011 14:01

They really are dragging this out.Give us the money!!

[rbcrbc] 01/3/2011 13:34

No problem ;-)

[brechin] 01/3/2011 12:48

Just reaccessed the website. I apologise - I was wrong.(Ref my posting of 25/2)

[crawford] 28/2/2011 16:50

CGL on my watchlist, CHU I sold before the takeover speculation.

[boadicea] 28/2/2011 16:43

"crawford - 25 Feb'11 - 08:52 - 325 of 331
What will I replace it with?"

Logically, if you have the patience to hold for the next consolidatory move in this sector, I suppose AML, BEZ, CGL, CHU are candidates. (Order is alphabetical, not preference.)

[txi] 28/2/2011 11:07

I think the buyout price in this current market is acceptable as I would be very suprised if the share price today would be anywhere near the £10.75p offer let alone £11.41p

[topvest] 26/2/2011 13:29

I agree - 14 days from when wholly unconditional, and it's not gone to that yet. I also think this is a very poor price for a business with a net asset value of £11.41. The business is worth some goodwill. I would be quite happy for the offer to lapse, but that is very unlikely, so it will be the £11 a share before the end of March I guess.

[rbcrbc] 26/2/2011 10:06

Ditto - I suggest that you read the stock exchange announcements before talking in such ignorance.

The Offer was Declared Unconditional AS TO ACCEPTANCES last week.

It was NOT declared WHOLLY unconditional.

;-)

[brechin] 25/2/2011 17:11

I suggest that you read the stock exchange announcements before talking in such ignorance.

The deal was declared unconditional last week and 14 days after that date is 3rd March so payment is due by that date.

[rbcrbc] 25/2/2011 14:48

topvest - the offer still is not 'wholly unconditional' so I wouldn't start spending the pennies yet. And as crawford says with NTA of 11.41 maybe it would be nice if it doesnt go through !

However 'The Offer must become or be declared wholly unconditional on or before 10 March 2011, failing which it will lapse (unless the Panel otherwise agrees). '

Payment should be within 14 calander days of being declared wholly unconditional. So maybe 24th March ???

[spob] 25/2/2011 09:15

yes i agree

[crawford] 25/2/2011 08:52

Judging by those results, this is a solid company that I'd be happy to retain :-)
We're being shortchanged on the NAV.

What will I replace it with?

"Profit after tax of GBP110.5m up 26.2% (2009: GBP87.5m) and earnings per share of 142.4p up 25.8% (2009: 113.2p) "

Net tangible assets (NTA) per share of GBP11.41 represents growth of 8.5% during 2010

[topvest] 25/2/2011 08:01

That's good news, although it's taking for ever to get our cash on this one. Anyone calculated the latest expected settlement date?

[topvest] 25/2/2011 07:59

That's good news, although it's taking for ever to get our cash on this one. Anyone calculated the latest expected settlement date?

[topvest] 25/2/2011 07:54

That's good news, although it's taking for ever to get our cash on this one. Anyone calculated the latest expected settlement date?

[spob] 25/2/2011 07:27

The calculation of adjusted NTA has been agreed with Achilles Netherlands Holdings B.V. (Achilles) as £11.21 resulting in the full 25p per share Contingent Value Payment (CVP)

[togo2] 03/2/2011 08:23

roundup, ditto my holding with hargreaves lansdown.Will check if I can revoke.