High-Point Ren. Share Discussion Threads

[pylon] 09/9/2003 15:40

So the best thing to do is not to be tempted to sell into the market at 4p.

[ken50] 09/9/2003 15:33

Companies that de-list often re-list on an exchange later on at a much higher price to raise additional capital.
Not accepting a vast undervaluation such as this will give others time to look at the figures and possibly consider a counterbid.
As I said before , time is on our side.
A quick sale at 4p would only serve to make the management rich at our expense.
Doing nothing for the time being is my preferred option.

[land rover] 09/9/2003 15:29

See clause 11 (Compulsory Acquisition) of Recommended Cash Offer. Valid acceptance of not less than 90% is required...or such lesser percentage as Charco may decide provided that this condition will not be satisfied unless Charco have acquired or agreed to aquire HPT shares in aggregate of more than 50%.

Seems like charco are in the front seat on this one with 57% of HPT shares already being acquired - the rest is surely history! Good luck if you can get more than 4p

[pylon] 09/9/2003 15:08

What happens if they get between 50% - 90% of the vote, can they delist?

[targatarga] 09/9/2003 15:02

Usually if a company delists minority shareholders lose all control. Management have been known to issue more stock diluting the minority holders to the extent that their shares can be purchased compulso9ry.

[pylon] 09/9/2003 14:57

But they can still take it private with over 50%. Correct? That would make others minority shareholders and perhaps leave no exit route at all for them.

Or are you saying that this will ultimately be sold at a proper price once it has delisted, allowing all the minority shareholders who stayed in to get a decent price along with the management?

I know they need to get 90% to compulsarily purchase the remaining 10%. But what happens if they get between 50% and 90% which is probably more likely?

...and why would that be so bad for them?

[targatarga] 09/9/2003 14:11

Im with you Ken. Unfortunately were the small fish. When Industrial Control Services was taken out at 1p the bidding vct were reluctant to divulge any info. Now they state they brought said company at a 93% DISCOUNT. There appears to be buyers paying over 4p for hpt today so maybe still a chance.

[targatarga] 09/9/2003 09:47

Any interested parties had better move soon. This is beginning to look like a done deal.

[glass half full] 05/9/2003 13:46

My cursory examination of the Offer Doc and Acceptance Form finds them both silent on the subject of rejection. If as amb64 suggests, the Directors can assume a proxy role on non replies, by virtue of a clause in the Articles of Association, this offer stinks more than ever. We are faced with assistance to "vote for" or do nothing whilst the Directors have the option to "vote for" on our behalf. 90% acceptance no problem in that case. Expert opinion would be appreciated. What have you done Ken50?

[amb64] 05/9/2003 11:11

GHF - Depends what the paper work says in each individual case. I guess non-votes are handled by HPT articles of association, which often gives the directors to vote on your behalf in the case of an abstention. In my case, T.D. Waterhouse rejects the proposal my default, and will reply to HPT thus. If in doubt vote!

[glass half full] 05/9/2003 10:32

I am right in thinking that simply not accepting the offer is in effect a rejection. If so in goes my 25K.

[wickfarm] 05/9/2003 09:15

add 25k rejecting

[amb64] 05/9/2003 08:40

I've just rejected the desirory offer. Add my 100,000 votes against them.

Just mine and Ken50's vote adds upto 2.5%.

Interestingly, my shares are held in a T.D.Waterhouse nominee account and their default policy is to reject the offer. I guess other nominee accounts have the same policy, so I think the remaining 7.5% required will not be reached just by apathy!

[hooley] 03/9/2003 21:55

The bankers will have seen the management accounts and the projections. If they'd indicated that they will not be prepared to roll-over the loans again then the MBO document should probably have said as much. One logical explanation for the 57% who have committed to 4p a share is that they believe that the bankers won't renew. Having seen their shares fall from well over 120p they can't have wanted to back an equity funding and so this is the alternative. As for us, would you be happy to have participated in such an issue?

[sheffu] 02/9/2003 18:55

Take a look at Campmus Media (CPM). Launched early 2002 at around 65p and has fallen from 35p over last few weeks to 18p due to short term funding problems. The order book is strong and funding looks to have been resolved. Very few shares in circulation as the majority are tightly held. CPM will move quickly when buying starts and it is unlikely sellers will appear until 35p-40p range. Good luck.

[ken50] 02/9/2003 18:44

One crack in the proposed buyout will show when 90% acceptance isn't reached by the end of the month and the banks roll over the 2.9m loan.
Regarding de-listing which is a possibility I would rather have part ownership in a de-listed company worth possibly 10m soon than sell out at a 1m valuation.
De-listed companies do pay dividends and shares can be traded albeit not with the ease of an LSE listing.

[hooley] 02/9/2003 17:27

I think we all agree that there is more to this one than meets the eye. Anything but straightforward, too many contradictions to fathom out the answer. The MBO team wants it, but only for next to nothing, so it would seem. If they decide not to up the terms because there is no counterbid, then we could be left as a minority and the quotation could well be abandoned. If the recovery shows through in the privatised company we wouldn't benefit unless for no obvious reason the company were to mop-up the minority. However, I'm inclined to sit tight and hope for the best. By the end of 2003, the audited figures will be available and show how generous or otherwise the 4p offer was.

[ken50] 02/9/2003 17:21

I think you could be right.
A very very brief mention is made in the offer document of negotiations re possible asset sales.
Another case of management only pushing what supports their derisory offer and giving scant mention to what doesn't.
No wonder they are pushing for a quick sale.
After all they wouldn't want any good news to leak out before they own the company.

[land rover] 02/9/2003 14:51

Reeves is keen to aquire HPT, after all he was the founder of HP and is now chairman of cleveland bridge which is 88.5% owned by The Al Rushaid Investment Group (ARIC - funder of Charco and MBO). Hingley, Bell and Co have too much to lose if the deal does not go through. Interstingly, no one from Rendels is part of the MBO team, is this part of the HPT group to be sold off - 200 or so good engineers which would make an atractive purchase, particulary in the current market.

[ken50] 02/9/2003 13:54

Not the normal definition of a deadline.
Simply another pressure tactic.
They must be really keen to acquire a company they are telling us is on its last legs.
I see a discrepency here.
They must think all small shareholders are stupid.
My 1.8% will certainly wait past the 15th and until I see a reasonable offer.

[land rover] 02/9/2003 08:34

3 pm (London time) 15 September or such other time as Charco, subject to the rules of the city, may decide.

[ken50] 01/9/2003 18:15

What deadline?

[dynarod] 01/9/2003 16:10

Could someone outline the position after the offer deadline please. When perhaps 60% - 80% of shareholders have sold out?