Fireangel Safety Technol... Share Discussion Threads

[apshire2308] 21/11/2023 12:00

Hi - My online broker has a corporate action on my Fireangel shares. The default seems to be "do nothing" and the other option is "accept the offer". Why would the default option be "do nothing" as I'd have thought everyone would want to sell ?I also have some warrants but can't seem to find how to take these up and sell them too. Any advice appreciated from more experienced investors.

[billybunter1970] 16/11/2023 16:48

I guess I'm looking at in absolute terms, rather than ratios. I'm a long time holder, always hoping to recover some losses....alas!

[gnnmartin] 16/11/2023 09:12

4.4p for the warrants is quite generous. The offer is 7.4p per share, so if you exercise the warrant and accept for the resulting share you get a net 4.4p eventually.

[tiswas] 16/11/2023 08:37

That is 150% profit in a few months based on the exercise price Billy! Or infinity based on the fact that you have not forked out anything!

Thanks for letting me know how the warrants will work, still have heard nothing from iDealing.

Another bidder looking unlikely, preumably management would have already talked to all suitors just a case of whether they change their minds.

I have been selling quite a few at 6.7p in case the bid fails. Warrants, not that many, will just have to wait.

[billybunter1970] 15/11/2023 20:29

I have a corporate action from AJ bell with an invite to sell my warrants for 4.4p. Not really the premium I was expecting when I took part in the last raise.

[tiswas] 07/11/2023 14:07

No mention from idealing about how to exercise the warrants, just the takeup on the shares.

Anyone seen anything?

[tiswas] 03/11/2023 08:26

The offer document confirms that the warrants are included but I can not see anything about the mechanism as to how it will work ie do you have to exercise first or do they just pay the net amount after the exercise price?

[tiswas] 29/10/2023 20:06

Billybunter

I have looked further at Techem and on reflection you may be right that they might consider bidding, although they are currently in some sort of sales process themselves which might complicate things. I had misunderstood the nature of their business although I am still not clear whether they have a retail operation or would want one.

I am also wondering whether despite not taking up their rights, Resideo might consider this an opportunity not to be missed. I remain hopeful that the “agreed” deal will flush out other bidders.

[harrogate] 29/10/2023 07:35

Yes thanks for all that detail. It is no doubt correct. But the offer value as quoted in the RNS seems to include the warrants so I am sure it is all agreed. The new team and Downing invested significantly a few months ago with the stated intention to get this thing sold. The warrants were a major kicker on that fundraise. It is surely inconceivable that any deal signed off by them wouldn't include the warrants

[jojaken] 29/10/2023 07:27

>>Tiswas + Harrogate

My understanding is "The Offer extends to any FireAngel Shares which are unconditionally allotted or issued and fully paid" as of the closing of the takeover -- and of course the warrants from the June fund raise weren't exercisable until June next year under the conditions laid out at the time of their issue.

But to be clear, the topic of the warrants are covered in point 10 of the offer document issued Friday which reads,

"10. FIREANGEL SHARE OPTION SCHEMES AND FIREANGEL WARRANTS
The Offer will affect holders of options under the FireAngel Share Option Schemes and holders of FireAngel Warrants. Appropriate proposals will be made to the holders of such options and warrants in accordance with Rule 15 of the Code, and each grant of such options and warrants shall be treated in accordance with the rules applicable to it. Further details of these arrangements will be communicated to holders of options under the FireAngel Share Option Schemes and holders of FireAngel Warrants in due course.
The Offer extends to any FireAngel Shares which are unconditionally allotted or issued and fully paid (or credited as fully paid) on or before the date on which the Offer closes (or such earlier date as ISE may, subject to the Takeover Code, decide) including any such shares allotted or issued pursuant to the exercise, release or other settlement of existing options, awards and any other rights granted under the FireAngel Share Option Schemes or FireAngel Warrants following the Offer becoming or being declared unconditional in all respects."

Good luck in getting ISE to include the warrants from the June fund raise in the offer, but as far as I can see they are not obliged to give anything for them. Of course they might be generous and offer something as a goodwill gesture. IMHO

[hedgehog 100] 28/10/2023 20:02

Well done to FA. shareholders on trebling their money overnight.

This bodes well for Parity (PTY): market cap. £1.91M. at 1.85p, 2022 revenue £40.6M.

PTY's net debt as at 30.6.23 was only £0.7M., and the company was close to EBITDA break-even.

PTY may well currently be considering takeover overtures.

[harrogate] 28/10/2023 10:21

I am sure the warrants will be exercisable and be part of the equity to be sold. The numbers as you say show that. There will be a clause somewhere covering off this situation as the plan since that fund raise has been to sell it

[tiswas] 28/10/2023 09:54

I don’t believe that is true but I will check it out. The offer refers to “ to be issued shares” and the value of the offer they quote works out at 374m shares and there are 302m issued, the difference being the warrants.

The warrants were designed as a sweetener for such an event so I would be amazed if they were not included.

[jojaken] 28/10/2023 08:51

Just for clarity for anyone not sure about the value of the warrants. This is from the note issued at the time of the fund raise in June, "no Warrants shall be capable of exercise in the first year following their issue. Warrants shall only be permitted to be exercised during a 42-day window following each of: (i) the first anniversary of the date of issue of the Warrants; and (ii) publication of the Company's audited final results and unaudited interim results, at an exercise price of three pence".

In other words, the warrants issued in June are in effect worthless under this take over.

[harrogate] 27/10/2023 15:32

It was transferred to them then but that was an inter group transfer.

[eezymunny] 27/10/2023 15:27

Seems to say Ademco acquired their stake in March?
What am I missing Harrogate?

[harrogate] 27/10/2023 15:03

Yes sorry that was a typo

[tiswas] 27/10/2023 14:40

Harrogate

I agree with the above comment but according to Stocko Downing have just under 15% not over 25%.

[harrogate] 27/10/2023 14:21

Ademco have had their stake for years and until the last round stood their corner in the funding rounds. They could never get their money back or close to it.

[eezymunny] 27/10/2023 14:17

With a scheme of arrangement they'd only need 75% and Ademco would be irrelevant. Best guess it's that they've agreed something with Ademco but they only bought their stake a short while ago and the share price was a fair bit higher then.

Could be there's a bit more to come, or the whole thing falls apart. Normally I'm quite good at buying (or not) these situations, but this one hard to call IMO.

[harrogate] 27/10/2023 13:46

It is an Interesting question. Admeco own 13.99% per website and I am sure they didn't participate in the last placing so have no warrants. But even with all warrants exercised I think they have over 11% so they are needed to vote. Surely they would have been sounded out as you say but usually it says who has committed and it doesn't say that for Dowing with over 25% either.

[tiswas] 27/10/2023 13:33

Ademco is a UK company that holds the Resideo holding.

The bidders want 90% acceptences rather than 75% minimum in a scheme of arrangement?

Still interested that the diirectors are not saying accept this or we go pop, not as much pressure put on shareholders as I might have expected.

I assume that they have spoken with every potential bidder but is this a way of flushing out another offer?

Is anyone likely to decline the offer and would they have enough votes so that the 90% is not hit? I am assuming all major shareholders have been sounded out but no institutional commitments given?

Anyone else have any thoughts?

[vauxafc] 27/10/2023 13:05

As a relatively inexperienced shareholder with no experience of takeovers can someone please explain what happens now and how long will it take.

[the big fella] 27/10/2023 11:19

I get just over a third of my investments back. Better than nothing which really looked a strong possibility but a whopping great big loss all the same. Chapter closed. Move on

[eezymunny] 27/10/2023 10:59

Do we think the discount to the offer price is because bidder wants 100%, and that requires acceptance by Ademco (another Singapore company?). If that were the case I don't understand why they didn't go for a Scheme of Arrangement.

All a bit bizarre...