Elektron Technology Share Discussion Threads

[simon templar qc] 09/3/2017 11:53

Yeas and Andy Weatherstone has supported Daley & Wilson despite him having evidence of clear wrongdoing.

[yoyoy] 09/3/2017 11:50

Elektron Technology
Placing and Proposed Open Offer
RNS Number : 2140K
Elektron Technology PLC
23 June 2014



NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN PART, IN OR INTO THE UNITED STATES, CANADA, AUSTRALIA, JAPAN, NEW ZEALAND, RUSSIA, SOUTH AFRICA OR ANY OTHER JURISDICTION WHERE TO DO SO WOULD BE UNLAWFUL



Elektron Technology plc

("Elektron" or the "Company" or the "Group")



Placing to raise £2.34 million

and

Proposed Open Offer to raise up to £1.16 million



Further to the announcement at 7am on 20 June 2014, Elektron Technology plc (AIM: EKT), the global technology group, is pleased to announce that it has raised £2.34 million (before expenses) through a placing with existing investors of 46.8 million new ordinary shares of 5 pence each (the "Placing Shares") at a price of 5 pence per Placing Share (the "Placing Price") (together the "Placing").



The Company also intends to raise up to a further £1.16 million (before expenses) by way of an open offer of up to 23.2 million new ordinary shares of 5 pence each (the "Open Offer Shares") to existing shareholders on the register on 20 June 2014 (ex-date 23 June 2014) at the Placing Price (the "Open Offer" and, together with the Placing, the "Capital Raising").



The Company intends to use the net proceeds of the Capital Raising to reduce its borrowings with the bank, to fund working capital requirements and to invest in new product development and marketing.



A circular to shareholders containing full details of how shareholders can participate in the Open Offer, together with an application form, will be posted to shareholders in due course. The circular will also be posted on the Company's website.



Commenting on the Placing, John Wilson, Chief Executive, commented:

"We are delighted to have raised funds which will enable management to continue to focus on the transformation of the business. The proceeds are expected to give the Company additional flexibility to improve the performance of our current brands as well as help fund the roll out of new products. The Board remains confident that our strong brand portfolio and our continued investment in new product programmes will place the Group in a good position for growth."

[yoyoy] 09/3/2017 11:48

Elektron Technology
Conclusion of Strategic Alternatives Process
RNS Number : 1029K
Elektron Technology PLC
20 June 2014

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN PART, IN OR INTO THE UNITED STATES, CANADA, AUSTRALIA, JAPAN, NEW ZEALAND, RUSSIA, SOUTH AFRICA OR ANY OTHER JURISDICTION WHERE TO DO SO WOULD BE UNLAWFUL





Elektron Technology plc

("Elektron" or the "Company" or the "Group")



Conclusion of Strategic Alternatives Process

Termination of Formal Sale Process and End of Offer Period

Intention to Raise up to £3.5 million via a Placing and Open Offer





Elektron Technology plc (AIM: EKT), the global technology group, announces the conclusion of the Strategic Alternatives Process previously announced on 7 April 2014 and that it is in advanced negotiations to raise up to £3.5 million via a placing and open offer.



As part of the Strategic Alternatives Process, the Board received various approaches from third parties interested in making an offer or providing additional capital funding for the Company.



The most attractive approach was an indicative offer which valued the Company's equity on an indicative basis at 10 pence per share. This indicative offer was received on 8 May 2014 and was subject to a period of further due diligence and there was no certainty that a firm offer would actually be made nor as to its terms. This approach included a precondition that certain specified shareholders holding in aggregate over 55 per cent. of the Company's issued share capital provided hard irrevocable undertakings to accept an offer made by the potential offeror at the level of 10p a share. John Kinder and Keith Daley, being two of the Company's major shareholders, holding in aggregate approximately 25.95* per cent. of the Company's issued share capital, confirmed in writing to the Company that they were not prepared to accept an offer at 10 pence per share nor to give hard irrevocable undertakings to accept such an offer.



On 16 June 2014 the Company received a revision to the approach outlined above. This revised approach excluded any precondition in relation to the provision by John Kinder and Keith Daley of irrevocable undertakings to accept an offer at the level of 10 pence per share, but still required certain shareholders holding in aggregate over 32 per cent. of the Company's share capital to provide hard irrevocable undertakings to accept an offer at this price. In addition, as part of the preconditions of this revised approach the potential offeror would have needed to reach agreement with Messrs Kinder and Daley in respect of their own shareholdings.



As part of the Strategic Alternatives Process, other potential proposals considered by the Board have included an equity fundraising to be supported by shareholders and/or third parties. The Board received expressions of interest in participating in a fundraising from several major shareholders including Keith Daley and John Kinder. In view of this, and the fact that Keith Daley and John Kinder, together with John Wilson, are part of a Concert Party, it was inappropriate for Keith Daley (Executive Chairman) and John Wilson (Chief Executive Offer) to participate in the decision-making process as to which course of action should be pursued. An Independent Committee of directors was, therefore, formed comprising Tony Harris and Ric Piper, both of whom are independent non-executive directors, and Andy Weatherstone, the Chief Financial Officer (the "Independent Committee").



The headroom on the Group's working capital facilities reduced significantly in the prior financial year and as at the Group's year end on 31 January 2014 the Group had headroom of £1.1 million. Whilst the Group has generated cash in the first quarter (to 30 April 2014) of the current financial year it has experienced some reduction in sales in May resulting in a fall in available headroom given the Group's principal source of working capital is an invoice discounting facility. The Group is currently operating on low levels of headroom.



As a consequence of the fall in headroom and the Group's performance in the past year, the Group's principal lender, HSBC, and Elektron have entered into amended bank facilities. These amendments reset future covenant tests. In support of Elektron's current fundraising strategy, a new test has been introduced that will require the Group to maintain a minimum headroom of at least £1 million with effect from 30 June 2014. Failure to meet any of the covenants would technically give HSBC rights to step in and protect its position, at which time the Board will potentially have to consider options which may be destructive of shareholder value.



Accordingly, the Independent Committee, mindful of the Group's financial position and the requirement of its banking arrangements and on the basis there could be no certainty that the conditions of the indicative approach referred to above could have been satisfied in the required timescale, if at all, has determined that an equity fundraising is the appropriate solution at this time.



The Independent Committee has given consideration as to the best way to structure the proposed equity fundraising, having regard to, inter alia, current market conditions, the Company's near-term funding requirements, the level of the Company's share price and the importance of pre-emption rights to shareholders. After considering these factors, the Independent Committee has concluded that the most suitable option available to the Company and its shareholders as a whole is to structure the equity fundraising as (i) a placing (expected to be effected by way of a cashbox placing) and (ii) an open offer to shareholders with an excess application facility allowing existing shareholders to apply for further shares.



The Company is in advanced negotiations to raise up to approximately £2.3 million (before expenses) through a placing with existing investors of new ordinary shares of 5 pence each (the "Placing Shares") at a price of 5 pence per Placing Share (the "Placing Price") (together the "Placing").



The Company also intends to raise up to a further approximately £1.2 million (before expenses) by way of an open offer of new ordinary shares of 5 pence each (the "Open Offer Shares") to existing shareholders at the Placing Price (the "Open Offer"). Existing shareholders would have the opportunity to participate by acquiring Open Offer Shares pro rata to their current holdings with the option of applying to subscribe for further shares under the excess application facility. To the extent that additional Open Offer Shares are not subscribed by existing Shareholders, investors including John Kinder and Keith Daley (among others) are expected to commit to subscribe for a certain number of these shares.



If successful in its intention to raise the new funds, the Company intends to use the net proceeds of the Placing and Open Offer to reduce its borrowings with the bank, to fund working capital requirements and to invest in new product development and marketing.



All indicative offers for the Company have now been rejected. The Board has decided to terminate the Strategic Alternatives Process, which includes a formal sale process under the City Code on Takeovers and Mergers ("City Code"), with immediate effect. Elektron has received confirmation from the participants involved in the formal sale process that they are no longer considering an offer for the Company. Therefore, the Company is no longer in an offer period under the City Code and accordingly, the requirement to make disclosures under Rule 8 of the City Code has now ceased.



* Excludes Keith Daley's Joint Share Ownership Plan interest in shares held under the Elektron Technology 2012 Employee Benefit Trust. Including this further interest, John Kinder and Keith Daley are interested in aggregate in approximately 29.90 per cent. of the Company's issued share capital.





For further information, please contact:



Elektron Technology

www.elektron-technology.com

Keith Daley - Executive Chairman

[phone]

John Wilson - CEO



Andy Weatherstone - CFO

[simon templar qc] 09/3/2017 11:46

Bulgin always was the profit generator K D has achieved nothing with his acquisitions.

[yoyoy] 09/3/2017 11:43

Connectivity (Bulgin) Operating Profit

6 mos to Jul 2016 £1.6million

12 mos to 31 Jan 2016 £3.6 million

12 mos to 31 Jan 2017 ????


Elektron market value £13 million


Less than 5x Bulgin profit

[simon templar qc] 09/3/2017 11:41

JW doesn't need to spend as much time oversees the company has video conference facilities.

[simon templar qc] 09/3/2017 11:40

Very glad he takes responsibility for Checkit hopefully he will compensate the company for all its losses.

Sooner or later they will have to decide where its going they cannot keep throwing money at it.

[yoyoy] 09/3/2017 11:37

John Wilson | Chief Executive Officer

Appointed to the Board in August 2010 and as Chief Executive in December 2010, John originally joined Elektron Technology in March 2008 as Technical Director. Prior to this he had spent his career in senior management positions in the UK and North America as well as consulting for a world-leading technology consultancy.

John takes primary responsibility for Connectivity line management as well as functional responsibility for Technology and New Product Development. He takes the lead on Sales outside the UK and spends a significant amount of time overseas.

[yoyoy] 09/3/2017 11:35

Keith Daley | Executive Chairman

Appointed to the Board in 2004 and as Chairman in 2008, Keith originally trained as a corporate banker. He is an experienced serial entrepreneur and Chairman with a strong sales and marketing focus. He has bought, invested in, managed and sold numerous businesses over the past 30 years.

Keith takes primary responsibility for Checkit and IMC line management as well as functional responsibility for Marketing and Legal. He leads on all corporate finance transactions such as acquisitions and disposals.

[simon templar qc] 09/3/2017 11:29

Four years on and millions of investment what has it achieved?

[yoyoy] 09/3/2017 11:26

"26 February 2013



Elektron Technology plc



Launch of wireless food hygiene monitor



Elektron Technology plc (AIM: EKT, "Elektron" or the "Group"), the global technology group, has launched Checkit, a wireless food safety monitoring device.



Checkit is an affordable, simple to install device which helps restaurants and food outlets monitor food temperature, storage status and humidity. The smart wireless solution avoids the need for relying on manual checks.



Checkit dramatically speeds up the time-consuming and costly processes of monitoring and reporting. It offers a fully-audited, automated system with secure electronic data storage for continuous monitoring of temperature, humidity, door status and hygiene checks in food production, service and retail industries. Hand-held monitoring units collect food temperature and hygiene data at the press of a button, reducing the risk of human error. All data is time-stamped and downloaded to a centralised database, which automatically generates food safety compliance reports, and provides a full audit trail.



The flexible, modular system is fully scalable for any type of food operation, from a single, local site through to demanding multi-site operations, using intuitive web-based software to configure, monitor and manage the complete network from one location. All food safety data is stored and archived centrally for trend analysis and food storage optimisation.



John Wilson, CEO of Elektron Technology commented:



"With the recent heightened concern around food safety and hygiene, restaurants and food businesses simply cannot afford to take risks with food safety monitoring. Our Checkit solution helps businesses analyse and manage these risks, providing them with real-time data collection, analysis, reporting and alerts.



"Checkit is the latest in our range of monitoring and control products and we continue to invest in developing innovative technologies that respond to market needs."





Enquiries:



Elektron Technology www.elektron-technology.com

[phone]

John Wilson - Chief Executive Officer



Noah Franklin - Chief Financial Officer







College Hill

[phone]

Adrian Duffield/Rozi Morris







Notes to Editors



Elektron Technology is a global designer and manufacturer of fast moving engineered products, the precision engineered components that enable three of the most important technology areas of the always-on, networked economy: Monitoring & Control, Connectivity and Precision Instrumentation.



The Group has a broad portfolio of products that are recognised leaders in their markets, playing a critical role in many industries from underwater construction to food preparation, semiconductor manufacture to emergency vehicle systems. They result from a commercially focused, customer-led new product development process centred on the Group's Technology Centre based in Cambridge. The Group's products are sold worldwide to 7,000 customers; 100,000 end-users, and used in all 7 continents and in space.



Elektron Technology is headquartered in Cambridge and traded on the AIM market of the London Stock Exchange.



Checkit is a brand of Elektron Technology, supplying leading edge technology to worldwide markets."

[blackss] 07/3/2017 17:49

At last someone with some sense :-)

[tilly99] 07/3/2017 17:22

I sold out of Elektron and bought VersarienMuch better management I'm up 18pct!!!!

[dishthedirt] 07/3/2017 15:09

Looks like share are selling like hot cakes, does someone know something?

[beeks of arabia] 07/3/2017 05:57

Ok Simon,

You are obviously passionate about what has happened here.

Best of luck with it.

[simon templar qc] 06/3/2017 21:52

Yes and I was also asked whether the defendants have lied and I am to go through every witness statement verbatim and if its found that any of the defendants have lied there will be a further claim of perjury.

[simon templar qc] 06/3/2017 21:45

Oh and as a addendum to the above, the defendants have made things worse for themselves not better, the taking of a bonus when they felt that I would go no further has backfired big style.

The defendants and a whole load of barristers and solicitors face even more allegations than they did at the beginning of my action and the maximum penalty is prison.

Now I wont be going to prison as I have done nothing wrong!

[simon templar qc] 06/3/2017 21:39

The defendants know full well by now I never give up and don't ever intend giving up, I am to seek full restitution for all of the wrongdoing.

Now let me be clear about all this, there has been criminal wrongdoing and there is no time limits in relation to criminal wrongs.

I am awaiting the transcript which should not take long now once I receive it I will make my next move, unless of course I need to take further action in the interim.

I do things in my own time and will purse all matters to their ultimate conclusion.

[beeks of arabia] 06/3/2017 20:34

Simon - how much has that list of minor victories cost you so far?In hindsight (and not based on morals or anything else but money), would you say it has been worth it?

[yoyoy] 06/3/2017 08:18

Did you, the defendants or the court apply for a summary judgement then?

[patviera] 06/3/2017 07:06

Class management who respects their institutional and private investorsUnlike Ekt management who have NO institutional holders and treat their private investors like sh*t

[patviera] 05/3/2017 22:18

Totally agree

[yoyoy] 05/3/2017 19:53

Summary judgment: a quick guide
Resource type: Practice note: overview Status: Maintained Jurisdictions: England, Wales
A quick guide to the procedure for disposing of a case by summary judgment.
Practical Law Dispute Resolution
What is it and when can it be used?
Summary judgment is a procedure by which any of the parties or the court can dispose of all or part of a case without a trial where:
A claim or issue or a defence to a claim or issue has no real prospect of success, and
There is no other compelling reason for a trial.
(CPR 24.2.)
An application for summary judgment may be based on:
A point of law (including a question of construction of a document).
The evidence which can reasonably be expected to be available at trial (or the lack of it).
A combination of these.
(PD 24.1.3.)
Limits
A defendant may obtain summary judgment against a claimant in any proceedings. However, claimants in certain proceedings (such as in possession proceedings) may not be able to obtain summary judgment (see Practice note, Summary judgment: an overview: Availability of summary judgment).
The court can direct that an application for summary judgment be made (CPR 3.3(1) and (4)).
Summary judgment is available in Part 8 proceedings although the nature of such proceedings may mean that it is not necessary (see Practice note, Summary judgment: an overview: Part 8 proceedings).
Preliminary points to note
If a defendant has challenged the court's jurisdiction, generally, a claimant should not seek summary judgment until the outstanding challenge is determined.
A summary judgment application could result in delay and costs. Generally, until heard, proceedings are suspended for other purposes. Unsuccessful applications will likely lead to adverse costs orders against the applicant.
Bearing the adverse costs risk in mind, remember that, even if the application is unsuccessful, it may bring about a tactical advantage and save time in that the other party has been forced to set out its position and evidence at an early stage. It certainly sends a message that the matter will be pursued or defended vigorously.
A court may not grant summary judgment if a defendant needs more time to investigate the claim or the case is highly complex (see Practice note, Summary judgment: overview: Complex cases).
Only in very exceptional cases will summary judgment be granted at trial.

Where will I find the Court rules?
CPR 24 governs summary judgment.
CPR 3.3(1) and (4) contain the power of the court to make an order of its own initiative.
CPR 1.4 sets out the court's duty to manage cases, which includes disposing of them summarily.
Note 3.4.6 to CPR 3.4 in the The White Book, Civil Procedure, Vol 1 (Sweet & Maxwell) deals with the interplay between striking out and summary judgment.

Time periods
Claimants' applications: after acknowledgement of service or defence unless the court gives permission or a practice direction provides otherwise but there are exceptions to this rule (see PD 24).
Defendants' applications: at any time, but usually at the first Case Management Conference.
Summary judgment raised at the court's initiative: usually, it is raised at the first case management conference.
Part 8 Claim: an application for summary judgment should be made after acknowledgement of service. If no acknowledgement is served, permission is needed.
Evidence: the applicant's evidence should be filed and served with the application. The respondent should file and serve their evidence at least seven days before the hearing and the applicant can file and serve evidence in reply three days before the hearing.
For further details, see Practice note, The procedure for summary judgment: Evidence in support and Evidence in response.
For information on service of the application notice, see Practice note, Service of the claim form and other documents: an overview.
The same time frame applies to court instigated applications. If the court of its own initiative wishes to consider summary judgment, it will give the parties 14 days notice and fix a hearing.
For the manner of calculating time under the CPR, see CPR 2.8.

What is the procedure for applying for summary judgment?
Application Form: N244. Applicants must state that the application is made under CPR 24. The procedure is that specified under CPR 23. However, if the claim is proceeding under the shorter trial schemes pilot which operates in the Rolls Building since 1 October 2015, applications for summary judgment may be made under CPR 23 with some modifications. For information on what these are, see Practice note, Shorter trials scheme (STS) pilot (Rolls Building).
Evidence: applicants must identify the point of law or document to be relied on and state the grounds for making the application in accordance with CPR 24.2.
(For examples, see Summary judgment and Strike out: Case study).
What to lodge at court: sufficient copies of the application notice and evidence within the relevant time frame.
Fee: see High Court fees: a quick guide.
Serve application and evidence on respondent (for information on service, see Practice note, Service of the claim form and other documents: an overview. Note: if costs are claimed (which is usual), the parties must serve costs schedules on each other 24 hours before the hearing (see Practice note, Summary assessment).
Court hearing: the parties should exchange skeleton arguments and the claimant should prepare a court bundle (see Practice note, The procedure for summary judgment: Preparing for the hearing).
Orders: these include summary judgment, striking out or dismissal of claim or defence, dismissal of the application, conditional order and further directions (see Practice note, The procedure for summary judgment: Possible orders).
Practical points
To avoid allocation of a case prior to a summary judgment hearing (except in the Commercial or Technology and Construction Court where allocation to the multi- track is automatic), lodge the application before completing the directions questionnaire. State in the directions questionnaire that the application for summary judgment is lodged and request that allocation not take place prior to the hearing.
Comply with any relevant pre-action protocol, otherwise a summary judgment application may not be entertained before a defence has been filed or the time for doing so has expired.
When preparing evidence in support of an application for summary judgment, be concise. Do not anticipate the respondent's arguments. You will have an opportunity to reply.
Summary judgment applications should not be used as a mini trial of issues. Assess whether the legal and factual issues raised are complex and whether there are real and genuine issues of fact which ought to be tried.
Consider whether there are documents or facts known which might afford a complete or partial defence to the claim and which are disclosable at the trial stage. If so, summary judgment should not be sought by the claimant.
Consider whether summary judgment is the most appropriate remedy or whether another alternative, such as strike out, should be used. If a case is hopeless, strike out may be more appropriate.