Ensor Share Discussion Threads

[strathroyal] 14/2/2017 12:44

Hot off the press!!

hxxp://news.cision.com/indutrade-ab/r/indutrade-acquires-ellard-ltd,c2186617

Also posted on Ellards website.

[cockerhoop] 13/2/2017 09:56

Hi Tiswas,

Just noticed your last post, I also had a holding with idealing (also Charles Stanley) but have not received anything (certificate or recent dividend). Will need to chase.

[tiswas] 17/1/2017 10:50

Received my share certificate this morning from idealing now not in ISA.

Any sniff of any news?

[tiswas] 06/1/2017 11:03

Will this board remain open so we can share news as no rns any more?

[tiswas] 03/1/2017 10:50

Nice to see Peel playing it safe today with their 10/100 bid and offer!

[corrientes] 20/12/2016 11:04

Getting nearer to break up value ?

[carcosa] 13/12/2016 09:06

With an offer for Ellards already underway and an offer has received from the Harrison family for Wood's then you have to ask yourself just how much of a saving will be realised by delisting the company? The implication is that there will be a long time between delisting and final sale (if ever)

But that is the problem though. They have not actually said it is a cost saving exercise. "The de-listing will improve our flexibility to complete the realisation process and reduce delay." If its such a good move then why isn't it standard practice for when other companies are wound up?

And this business about "under the AIM Rules it will be required to prepare and publish a circular to Shareholders and seek Shareholder approval, which will bring delay and uncertainty to the transaction and additional costs payable to our advisers." The only uncertainty to the transaction would be if the final disposals are so blatantly cheap to be scandalous. That is highly unlikely to happen though; so this argument is hogwash.

It could all go smoothly and a profit from the current share price is possible; but unless that profit was likely to be 100% upside then I don't think the risk of ultimately being shafted is worth being an investor at this point in time. FWIW I believe a realisation price of ~62p/share is likely if management do the right thing.

Carcosa

[nocton] 13/12/2016 08:45

I entirely agree with you Zimtrader and also feel much more comfortable having sold my shares. The chairman says: "This would ordinarily be the natural conclusion to our well-recorded and publicised strategic review and formal sale process." Exactly! So why do it now? The explanations are not at all convincing and with an internal sale to a major shareholder possible, you can be sure that the price achieved will not favour the other shareholders.
The statement also says: "We currently have an offer for Ellard which is at an advanced stage of negotiations. Without de-listing, the sale of this subsidiary would need a simple majority of shareholders at a general meeting to approve it. " So what is the problem? That the shareholders wouldn't approve it? If so there must be something fishy and/or it is a very poor offer. Whatever, this shows that after delisting and forming a private company the remaining shareholders will have little or no say in the future of the company.

[zimbtrader] 13/12/2016 08:22

I reviewed the results announcement with interest yesterday and made the decision to exit my holding completely. I'm afraid that I simply do not trust the boards a) intentions and motivations and b) capability to actually follow through this time.

I don't mind admitting that I have taken a pretty hefty loss on this one but I have certainly taken some serious lessons from the experience. I had felt uneasy about the situation for quite some time yet ignored my instincts to get out and move on some time ago. I guess the consolation is my portfolio management software will always remind me of this lesson when I review the performance of my portfolios!

Interestingly, Roger Harrison did reply yesterday to an e-mail I sent him challenging the boards intentions and asking if he understood the implications for many small shareholders. He disagreed with my assertion that the board had handled the position in an incompetent manner and his comment; "I do have some sympathy for the effects on shareholders" was poor in my opinion.

I wish those of you who stayed in the best of luck and hope it does turn out ok.

Z

[hybrasil] 12/12/2016 22:53

So. What will the payout per share be?

[corrientes] 07/12/2016 09:11

'in the best interests of the company and shareholders as a whole if the company's admission to trading on AIM were cancelled'

AS A WHOLE ? Its the insiders who will benefit after the little people have gone or been squashed.

Yeah! Tell it to the Marines as the old saying goes.

[zimbtrader] 07/12/2016 08:43

Carcosa, but the board of Ensor have said many, many things and then consistently failed to do them or have then gone on and done something pretty different! I am curious as to why you think we should trust them to deliver on their latest strategy this time...

It would also be nice to have a clear answer to the same question from the Board as well.

I've exited by ISA holdings but retain the SIPP holding. For now anyway. ;-)

Z

[carcosa] 07/12/2016 05:14

Kev - Ensor have stated they will continue to issue financials but they are no longer any obligation to do so. One assumes they will be unaudited and perhaps the detail of reporting will be reduced and perhaps the standards used for reporting may be compromised.

[battlebus2] 06/12/2016 17:37

Maybe you should ask them to insert a time frame from the last sale to a return to holders so holders here don't end up the same as long suffering SRG.

[kev0856153] 06/12/2016 16:17

David
Can you ask them how much money they expect to save by converting to a private company from a PLC. As carcosa says they don't need to issue any financials as a private company so can you also ask them if they will continue to issue financial results. Maybe you can also ask them why they are treating their shareholders in such a disgraceful manner and do they now understand that no-one really trusts them. Thank you very much.

[davidosh] 06/12/2016 14:40

If any of you have additional questions I am happy to ask management if they will give me an official response which I will publish here if that makes a few of you more comfortable.
We have this board as a useful communication platform for shareholders....why would we need to set up a new website solely for Ensor shareholders ?

[meijiman] 06/12/2016 10:25

Exited.........its CPX I'm excited about!

[meijiman] 06/12/2016 10:18

I'm glad I excited some months ago. Your assumption that these people have any interest whatsoever in shareholders is mistaken. They have revealed themselves in their true colours.

[kev0856153] 06/12/2016 09:37

Thanks but James Brearley hold another stock of mine that has delisted. No problems there. But this company has remained a PLC whereas ESR is becoming private and I assume that is the reason they won't hold the stock not the delisting itself.

It would be a good idea for shareholders to set up a simple web-site to keep an eye on things. Publish a list of the things the management have promised to do and name the directors. It's very easy for a company's directors to just ignore shareholders when the company delists. I think esr needs to remain visible and the directors accountable. It won't cost much. A couple of quid a year from a few shareholders will cover the hosting costs.

[carcosa] 06/12/2016 09:29

What do you expect? They are being delisted! Good luck in finding someone to trade that certificate with. You will just have to find a matched buyer. Totally in the hands of the management. They have made a hash of it so far. Willing to wait 6 months, 12,18 or perhaps never? Or if the Board has conclude that it would be in the best interests of the Company to continue then tough luck.

You've also given up any voting rights, assurance of interim and final reports (board's discretion) and no longer will they be required to comply with many of the corporate governance requirements associated with being listed.

If they do continue, remember that a private company aims to make a smaller profit as possible to reduce tax burden; unlike listed companies that need to make a bigger profit as possible to support the shareprice. In theory a private company should be worth more in terms of NAV though. A bit rough and ready, I know.

[kev0856153] 06/12/2016 09:03

Anyone else been told by their broker (nominee account) they cannot hold shares? I'm being given a certificate in my own name.

[kev0856153] 05/12/2016 13:37

public versus private company.

hxxp://www.millerrosenfalck.com/2013/04/differences-between-private-limited-companies-and-public-limited-companies/

Did anyone ask at the conference call how much money they would save by re-registering as a private company? It just seems a weird thing to do unless they were hoping to save a lot of money which I do not think is the case.

[kev0856153] 05/12/2016 12:26

I understand in a way why they are delisting but why are they re-registering as a private limited company? I don't think Ive ever come across this before. Is there anything especially significant about this. I think this must be the reason my broker won't hold my shares in my nominee account.

--

Re-registration

Following the Delisting, the Board believes that the requirements and associated costs of the Company maintaining its public company status will be difficult to justify and that the Company will benefit from the more flexible requirements and lower costs associated with private limited company status. It is therefore proposed, subject to Shareholder approval of the relevant resolution at the Extraordinary General Meeting, to re-register the Company as a private limited company. In connection with the Re-registration, it is proposed that New Articles be adopted to reflect the change in the Company’s status to a private limited company. The Company will still be subject to the Takeover Code following any such Re-registration provided that the Company remains resident in the UK for the purposes of the Takeover Code.

Application will be made to the Registrar of Companies for the Company to be re-registered as a private limited company. Re-registration will take effect when the Registrar of Companies issues a certificate of incorporation on re-registration which is expected to be on or around 1 February 2017. The Registrar of Companies will not issue the certificate of incorporation on re-registration until the Registrar of Companies is satisfied that no valid application can be made to cancel the resolution to re-register as a private limited company. Accordingly, the expected date of the Re-registration may be subject to change.

[hybrasil] 05/12/2016 10:29

Very active thread

Any views as to what the wind up value per share is?

I was working on the recent accounts which seem to suggest it is fully valued at the moment?