Eg Solutions Share Discussion Threads

[shakeb] 17/8/2005 16:03

Gentlemen,

I have quite a chunk of EGS stocks which I have since blanked my mind
about. With the take over of CW, can anyone pls explain the next line
of action. I did not get any correspondence concerning its suspension.
Can anyone pls explain the status if there is any hope for me.

[chief cashier] 17/8/2005 10:02

part of the deal is to be settled in C&W shares at a later stage....they could have given Energis shareholders some form of post dated warrants.

[fatso] 16/8/2005 13:12

chief cashier>>> I gave a thought to donating a couple o million of
my other dead-ish horse shares in Buckland Group but as they have revived suddenly today, currently 38% up, I will grant rather from my deductions in CGT.

[chief cashier] 16/8/2005 13:07

ref fatso...the Energis website is still pleading for cash from ex Energis shareholders...you can still donate....not quite sure what the point of donating is...but they`ll take your cash....just click on the above website and give them your bank details....and leave the rest to them.

[fatso] 16/8/2005 10:22

I am the sad holder of some 440K shares in EGS, lost some £24K in that game.
I even threw some £2K in chips on the gaming table in the dying moments, in order to average down, hoping for a pay-day today. Sadly never to arrive but console myself with my prescience that your ESAG never got a penny out of my piggy bank.

Ever the Optimist, I have reported to Inland Revenue my losses already.
Fully intend to claw them back out of Capital Gains Tax tomorrow.

[tone] 16/8/2005 08:42

Yep 700 people will lose their jobs its a sick thing to happen to anyone

[htrocka] 16/8/2005 08:18

ref tone....we only lost our savings (plus a few quid to the ESAG)...now that the `deal` is to go through...700 employees are to loose a lot more....their jobs...and that`s supposed to be a `good deal`?...put it another way....that`s 700 people to be looking to the state, ie, you and me the taxpayer, for support.

The future of this site will depend on the aspirations of the ESAG. We`ve had three years now....with no results...I`m not holding my breath....I don`t suppose we`ll get any `kick back` from the `sion` settlement?

[tone] 15/8/2005 22:12

Well guys you lost everything; at least you can now close this thread;

[wayneb] 15/8/2005 22:09

Use the paper they are printed on for bog paper,mind you i bet the paper is no good for that,so burn it and say good bye

[nissan300] 15/8/2005 21:52

B4 they ceased trading i had shed loads of these , what will happen to my holding ?

[wayneb] 15/8/2005 18:59

C&W WIN,WE GET NOTHING


C&W wins Energis takeover battle - sources

LONDON (AFX) - UK telecoms group Cable & Wireless PLC has won the battle for
smaller rival Energis, beating off a late challenge from Thus Group PLC,
according to a source close to the matter.
The source told AFX News that a group of dissident hedge funds -- holding a
big enough position in a subordinated bond issue to block any takeover -- had
finally accepted C&W's offer just hours before the deadline imposed by the
larger group elapsed.
"It's a complex deal and they're still working on the exact way it'll be
structured. But it does seem as if the hedge funds have now accepted that
there's nothing more to be had from C&W," said the source.
On Friday, C&W had given the rebels -- thought to include a number of hedge
funds and US investment bank Merrill Lynch -- until 5 pm today to accept its
terms. This ultimatum, coupled with an unsatisfactory last minute-bid from
alternative carrier Thus, was enough to persuade the hedge fund investors to
sign up to C&W's offer, thought to be as much as 780 mln stg, according to the
source.
C&W this evening declined to confirm that it had won over the rebel
bondholders. However, it said a statement would be issued to the Stock Exchange
at 7.00 am tomorrow morning, after which chief executive Francesco Caio would
host a conference call with reporters.
This morning, Thus weighed in with an 800 mln stg bid for Thus, which was
almost immediately rejected by the Energis board.
Thus, whose market value barely exceeds 200 mln stg, had proposed to hand
Energis' owner, Chelys Ltd, 600 mln stg in cash, with the remainder to be paid
in equity.
C&W's offer is believed to include a higher cash component, which was
another plus point for the rebel bondholders.
C&W hopes the takeover of Energis will give it greater edge in the
ultra-competitive market for corporate telecoms accounts, where it trails BT
Group PLC in a distant second place.
Not only would the acquisition give C&W a number of large new accounts, such
as the BBC, but by combining the two companies' networks and back-office
operations, it would significantly lower costs and increase efficiency.

[wayneb] 15/8/2005 17:54

Energis rejects 800 mln stg takeover bid from Thus

LONDON (AFX) - Privately-held telecoms provider Energis PLC said it has
rejected this morning's 800 mln stg takeover approach from smaller rival Thus
Group PLC, which threatened its agreed deal with Cable & Wireless PLC.
Chelys, a holding company for the banks that own Energis, said it considered
the proposal and "rejected it for reasons of value, uncertainty and
deliverability."
"The potential value of the firm offer from Cable and Wireless is
appreciably higher than that which might derive from Thus' outline proposal,"
said the company in a statement.
Thus, whose market value is just over 200 mln stg, has proposed to hand
Chelys 600 mln stg in cash, with the remainder to be paid in equity. C&W's
offer, thought to be around 780 mln, is believed to contain a higher cash
element.
[e-mail]
sd/tc

[wayneb] 15/8/2005 17:48

Well is the deal done with C&W as they rejected the bid from Thus ?????

[sirus] 15/8/2005 08:59

Monday 15 August 2005

THUS Group plc

THUS proposal to acquire Chelys Limited for £800 million

THUS Group plc ('THUS') announces that on 27 July 2005 it submitted a proposal
to the Board of Chelys Limited ('Chelys' or the 'Company'), the company that
owns Energis, to acquire 100% of the equity of Chelys.

In response, THUS received a letter from the Chairman of Chelys on 1 August 2005
informing THUS that Chelys was in a period of exclusivity with another party.

As a result of Chelys' size relative to THUS and its private company status, the
proposed combination would be a reverse takeover of THUS under the UK Listing
Rules. Accordingly trading in THUS Ordinary Shares has been suspended. THUS will
contact its key shareholders to consult with them on this announcement. The
Board of THUS will keep the developing situation under review.


In summary:

•THUS proposes the transaction in order to create the leading alternative
business telecommunications carrier in the United Kingdom


•The combination would bring together the capability and scale to
provide enhanced customer service, delivering improved shareholder
returns and future growth


•The proposal (the 'Proposal') submitted to Chelys offers to acquire the
Company for £800 million (including cash balances)


•£600 million in cash or assumed liabilities and £200 million in THUS
shares


•The cash component is to be funded through debt and a pre-emptive
equity issue to existing THUS shareholders


•Support received from a well-respected AA rated financial institution
in relation to the debt finance and Citigroup is advising THUS in
relation to the equity issue


•The Proposal is conditional on due diligence, finalisation of financing
arrangements and the approval of a sale and purchase agreement by the Boards
of THUS and Chelys


•Following initial discussions in January 2005 and a meeting with Chelys
on 7 July, THUS's latest proposal was made on 27 July 2005


•THUS being advised by Greenhill and Citigroup

On 12 August, Cable & Wireless plc announced that its proposal to acquire
Energis will not be increased in value under any circumstances and will fall
away if 75 percent by value of the holders of Energis' debt have not signed the
acceptance by 5.00pm on Monday 15 August 2005.

The THUS Board encourages Chelys stakeholders not to accept any proposal from
any third party until the Board of Chelys has initiated a process allowing THUS
to present a definitive proposal to Chelys stakeholders.


Background to THUS's interest in Chelys

THUS's latest annual report notes that consolidation within the UK Telecoms
sector would improve the sector's overall financial viability. Consolidation
will also assist in delivering sustainable competition in business
telecommunications for customers while improving the overall service offering.

THUS believes that it is well placed to lead consolidation in UK business
telecoms, utilising the skills of the senior executive team that has been in
place since 2000. During this period, while many of its competitors have
struggled to grow and to generate cash, THUS has delivered a strong operating
and financial performance and established an industry leading service and
network platform. Despite difficult market conditions THUS has since the year
ended 2000/01:

• Maintained its focus on offering telecoms solutions to business
customers


• Delivered sustained double digit revenue growth, with revenues from
continuing operations increasing at a compound rate of over 15% per annum


• Moved EBITDA margins from -11% of Revenue to +11%, equating to £39.9
million in the year to 31 March 2005


• Generated free cash flow after capital expenditure and interest payments
in the year to March 2005 and moved EBITDA - Capex, a measure of underlying
cashflow, to +£4m from -£183m, despite continued investment in continuing
operations at over 10% of revenue


• Improved year on year the quality of its overall revenue mix, and
progressively reduced operating costs

- in the year to March 2005 some 21% of revenue from continuing
operations was generated from complex managed solutions and all non
core divisions had been disposed of

• Led the market in network development and service provision, developing
a scaleable business model

- THUS developed the first national network capable of offering fully
integrated services based on Internet Protocol and Multi Protocol
Label Switching, moves subsequently mirrored in BT's planned 21st
Century Network

- THUS has developed one of the most comprehensive suites of telecom
products, services and solutions for the business customer available
in the UK, the worlds 4th largest telecoms market


A THUS and Energis combination

The THUS Board believes that THUS is well placed to create value from a
combination with Energis. Combining with Energis would increase THUS's overall
reach and network density as well as adding an attractive business customer base
and additional high quality and motivated staff.

The combined group's positioning in the UK would be significantly enhanced and
consequently offer an opportunity to grow revenues and profits faster than
either business could achieve on a standalone basis.

In addition, the THUS Board believes that cost synergies from any combination
would be significant. As THUS's network is already 21CN compatible, a large part
of Energis's anticipated network upgrade capex would no longer be necessary and
ongoing maintenance capex would be greatly reduced. This would reflect the use
of the existing THUS core network, while maintaining Energis metropolitan
distribution where this provides additional economic reach and density.
Significant network opex savings would also be achievable, for example through
rationalising overlapping points of presence, reduced interconnect costs from
more 'on network' traffic and deeper reach, as well as the reduction of
duplicated back office and engineering systems and sites. There would also be
the opportunity to deliver other benefits resulting from increased scale.

Implementing growth and delivering further cost disciplines and synergies would
build on the work achieved by THUS over the last 5 years, where revenue growth
has been delivered from a progressively smaller operating cost base.

The combined business would be the largest operator focusing purely on business
communications services in the UK.


Discussions to date

THUS initially approached Chelys in January 2005 registering its interest in
acquiring Chelys. Since that time, THUS has sought to engage with Chelys to
discuss a combination. At a meeting on Thursday 7 July between Chelys and THUS's
representatives, THUS was informed that any proposal would need to contain a
significant proportion of cash in order for the Chelys board to contemplate
discussing our interest further.


THUS's proposal

THUS submitted a letter outlining a proposal to acquire Chelys on 27 July 2005.
The proposal values Chelys debt free at £800 million comprising £600 million in
cash or assumed liabilities and £200 million in THUS shares.

THUS intends to fund the cash component of the consideration in part through a
new acquisition debt facility and in part through a pre-emptive equity issue.
THUS has held detailed discussions with a well-respected AA rated financial
institution in relation to the debt finance and Citigroup in relation to the
equity issue and, on the basis of these discussions and subject to due
diligence, THUS and its advisers believe that the required debt and equity
financing will be available.

THUS's proposal includes a mix and match option to ensure that both those Chelys
stakeholders wishing to participate more fully in the equity upside and those
that wish to see a higher cash component are accommodated to the extent
consistent with the overall transaction terms. The proposal also includes
confirmation that THUS is prepared to consider increasing the equity component
of the offer or to investigate options to increase further the cash component of
the proposal.

The proposal is conditional on due diligence, the negotiation of a sale and
purchase agreement, finalisation of the financing arrangements and final
approval of the Boards of THUS and Chelys. Any sale and purchase agreement would
be conditional on THUS shareholder approval, acceptance by Chelys stakeholders
and securing the necessary regulatory approvals.


Chelys stakeholders

The THUS Board encourages Chelys stakeholders not to accept any proposal from
any third party until the Board of Chelys has initiated a process allowing THUS
to present a definitive proposal to Chelys stakeholders.

THUS is being advised by Greenhill and Citigroup.


FURTHER ENQUIRIES
THUS Group plc 020 7360 4900
William Allan, Chief Executive (until midday)

Smithfield 020 7360 4900
John Antcliffe
Tehsin Nayani


Greenhill & Co. International LLP, which is authorised and regulated in the
United Kingdom by the Financial Services Authority, is acting for THUS Group plc
and no-one else in relation to this announcement. Greenhill will not be
responsible to anyone other than THUS Group plc for providing the protections
afforded to its clients or for providing advice in relation to the contents of
this announcement

Citigroup Global Markets Limited is acting for THUS Group plc and no-one else in
relation to this announcement. Citigroup Global Markets Limited will not be
responsible to anyone other than THUS Group plc for providing the protections
afforded to its clients or for providing advice in relation to the contents of
this announcement


Notes for editors:

Chelys issued a press release setting out financial results for the year to
March 2005 on 13 June 2005, which is shown below:

'Energis announces £1.3 billion of contracts

Energis today announced that it has been awarded £1.3 billion worth of contracts
in the last financial year.

As the only major telecoms company focused exclusively on the largest
organisations in the UK and Ireland, Energis's success is driven by its absolute
focus on delivering superior levels of service and sourcing and building
individual solutions for customers.


Major contracts include:

• BBC with Siemens Business Services
• Caudwell Communications
• Northrop Grumman

The last year has seen Energis successfully managing the decline of its
narrowband ISP business by replacing it with lucrative, long term business from
the high end corporate market:

• £1.3 billion of contract signings to the year end 2005 - with over £930
million of new wins
• consistent 9% per annum revenue growth from non-ISP business
• average annual value of corporate contracts rising from £1.6 million to
£2.5 million over the last two years
• value of top 30 contracts increasing by over 20% to nearly £200 million
per year
• 40% of new contracts over 5 years in duration
• nearly two thirds of capital expenditure over the last 12 months was
channelled towards delivering individual solutions for new customers

John Pluthero, chief executive of Energis, commented: 'Our transformation
continues apace and our contract signings in 2005 of £1.3 billion clearly
establish us as the leading altnet in the corporate market.

'This was our most successful year ever for contract wins; a sign that our
approach to service is valued by customers.'


2005 results:

Profit and Loss
£million 2004 2005
Revenue 745 720
EBITDA* before exceptional items 125 116
* FY04 EBIT of £10m pre-exceptional items

Cash Flow
£million 2004 2005
Capital expenditure (67) (94)
Free cash flow 66 23
Cash balance 171 154


Notes on 2005 results:

• Results for year ended 31 March.
• The 3% revenue decline reflects the impact of the decreasing narrowband
internet business and masks a consistent 9% year on year growth in core
activities.
• EBITDA before exceptional items was strong at £116 million despite the
impact of the decline in the narrowband internet business. 2004 EBITDA
included £9.5 million of retrospective benefit resulting from the
Regulator's decision to reduce BT's Intelligent Network charges.
• Capital expenditure in 2005 was £94 million compared to £67 million in
2004, an increase of 40%. This investment has delivered tailored solutions
for customers, improvements in delivery processes and customer-facing
systems as well as ongoing upgrades to the core network.
• Free cash flow for the year to March 2005 was £23 million compared to
£66 million for the year to March 2004 and mainly reflects increased capital
expenditure.
• The year end cash balance of £154 million represents a net cash
generative position since Energis's renewal in 2002 and provides significant
headroom for investment over the following year.'




This information is provided by RNS
The company news service from the London Stock Exchange

[gerry2] 14/8/2005 18:42

Looks to me like C&W will cough up more ?

This could be the Reason :-

[gerry2] 14/8/2005 14:29

That must be a first ?

[dusseldorf] 14/8/2005 11:58

JakNife - did you ever buy BSP? I took some profit but still hold long on just under 1m, I used the profit to buy more of DMR > very interesting story....ILX hasn't been doing too badly either - dividend soon

Would appreciate your view on DMR as it is soon to aquire a 'resources' (gold/diamonds/platinum) asset/business in south Africa - so the directors lead us (very few shareholders) to believe. The disappearance of £16m stone deposits from the balance sheet and a registration in Bermuda as well as Director Geoffrey Hoodless (of hoodless brennan) being involved lead me to believe something interesting is going to happen.

I do not understand the full implications of 'not being subject to AIM code of conduct for take-overs and mergers' means from being registered in Bermuda - are they saying the full scale/potential of an investment can be hidden from all but a few key shareholders? or are existing shareholders as likely to get screwed as anyone else



any insight appreciated

[gerry2] 14/8/2005 10:46

Jaknife
inequitable ?

You mean We get sweet f-all .
In layman's terms .



From that link :-

"They claim that Pluthero's offer is "fundamentally unfair", and want the face value of their investments - although many bought in at less than face value themselves.



"fundamentally unfair" ?

Lucky for them they are not in our shoes .
My heart Bleeds .
They should get Jak Nife on the Job .
I am sure he will explain to them the fundamentals of risk .
LOL