Hollywood Media Share Discussion Threads

[hotfinance14] 12/6/2003 16:15

Closing date today.When do you think we will here about the outcome ?

[g.j.a] 12/6/2003 15:52

Thanks for that posting hot - the announcement inferred that they had!!

[hotfinance14] 12/6/2003 13:31

Just found out it is a legal requirement to let shareholders know who the new chief exec would be if the offer went through.

WHICH IT WONT.

[hotfinance14] 12/6/2003 13:27

As far as i know they do not yet have over 50% votes and they have appointed a chief executive!!!!!!

[esmerelda] 12/6/2003 12:38

I beg to differ M&C. HOL have not made it clear that if the offer is not accepted then administration is certain although you may wish to infer that. However if you can name a broker who acts in the manner you suggest I will contact them tomorrow to confirm and promise to post what they say here. As I said earlier I have checked the terms and conditions of most (well all I could think of) popular brokers and there is no evidence that they would act in the way suggested.

I may have missed reading the thread for the share action group you refer to and I'm happy to follow up tomorrow any you suggest. My experience of the Share Action Groups threads on ADVFN (or iii et al) is that they are complaining (rightly or wrongly) against the actions of directors, major shareholders or the bidder rather than the stockbroker who holds their shares. Can you suggest a thread for me to look at or is this a gut feeling you have?

[mercier et camier] 12/6/2003 12:13

esmerelda - 11 Jun'03 - 23:01 - 209 of 209

"I am sure that someone of your experience would not be implying that brokers automatically accept the first offer that comes along on behalf of their clients just to cover their exposure".

esmerelda, sadly this is always the case where the company has made it quite clear that if the offer is not accepted administration will be the next port of call. Holmes Place has technically said this. There are a number of Share Action Groups on ADVFN formed by shareholders who have been ripped off in a similar fashion. Have a word with a few of them to find out exactly the type of scandalous behaviour stockbrokers get up to when faced with a do or die type situation.

[hotfinance14] 12/6/2003 10:09

At the EGM the board were asked if the bid was not taken up would the company go into administration.They said that this was not neccesarily the case.
No broker can sell your shares without your instruction.That is a fact.

[esmerelda] 11/6/2003 23:01

I'm sorry M&C but I can't follow your logic when you say it is in the interests of the stockbroker to vote yes when he has received no instruction to do so from the beneficial holder of those shares. If I buy shares on a T10 then I would still owe the broker that money if those shares were suspended one minute after they were purchased. It is the brokers fault if they allow individuals to extend themselves on T10 and I believe they manage that exposure by limiting the credit they allow those people, not by selling shares in case an offer fails. You are making the assumption that the share price would fall further if the deal fell through. That may or may not be true but it is not the brokers job to make that judgement. At any time there are quite a few takeovers working their way through the market and many of the target companies are financially stronger than HOL and in no way are likely to go under as you suggest. I am sure that someone of your experience would not be implying that brokers automatically accept the first offer that comes along on behalf of their clients just to cover their exposure.

After considerable research I haven't found a single broker that would automatically accept an offer on behalf of shares they hold in a nominee account unless they are directed to do so by the beneficial owner or the bidder has achieved 90% ownership and applies to compulsory purchase the shares they do not own. If anyone can name one where this is not the case then I will contact them personally to check and apologise to you here if you are right.

However I would also like to make a point on the clarification that Cyberslicker has provided. The company I work for often sets up escrow accounts for clients. The clients deposit money (or assets) into an account that we can call on without reference to them to settle any liabilities as they occur. I would suggest that if your shares are in an escrow account then they have NOT been sold and that is why you haven't received any payment for them, they remain your shares and they haven't and won't be sold unless and until you owe money to Comdirect.

[mercier et camier] 11/6/2003 17:59

A nominee account is exactly what it means. You have legally transfered your shares to your stock broker for safekeeping, ease of buy/sell transactions and to act as power of attorney. It is entirely at the discretion of your stockbroker if they wish to seek your views on any voting rights. The voting rights are THEIRS NOT YOURS. Most private shareholders hold their shares in nominee accounts. Holmes Place management and their advisors are fully aware of this and would have relied heavily on stockbrokers not informing their clients and shareholders not bothering to go through the rigmarole of chasing their stockbrokers.

It is in the interest of your stockbroker to vote YES on your behalf where they are guaranteed 25p cash per share as opposed to voting NO where the stock could be suspended pending clarification of the company's financial position. Many shareholders are still buying on T10 upwards and have other yet unpaid for positions on other stocks. How many will actually or can afford to pay up on this and other stocks if their funds in HOL are frozen through suspension.

[hotfinance14] 11/6/2003 17:38

I would suggest contacting the FSA.

The FSA have informed me the situation at Holmes is receiving there attention and they will get back to me.

[esmerelda] 11/6/2003 16:46

Edited post:

I am stunned to hear that shares in a nominee account would be sold if there was no reply, not least because people could be on holiday or working away from home. Nothing that Charles Schwab sent me even gave an option to sell on the form and there is no reason for the shares to be sold, not least because a higher offer might be forced out of the bidder. If that had happened to me I would report the matter to the FSA and seek compensation from the broker. At the very least the difference between the offer price and the sell price less commission.

[cbilcliff] 11/6/2003 16:31

Bit of an update on the comdirect situation. If anyone is interested in a conspiracy theory - the offer document was posted to my comdirect inbox on 2/6/03, with a deadline of 10/6/03 to respond with a NO, otherwise comdirect act as nominees and sell anyway on your behalf.

However, when I tried to read the offer document, the file was damaged and couldn't be read. My wife also had a shareholding in HOL, checked her inbox - same thing - file damaged and document couldn't be read (bit of a co-incidence or what - especially since all other documents in the inbox read ok!!!!!)

I have just been bending their ears over their actions and have been told that if the offer goes unconditional tomorrow (80% acceptance) there is no way I can retrieve the situation, but if not, the offer period will be extended and I may be able to retrieve the shares.

[el-tel] 11/6/2003 16:25

that cannot be correct on the form, the third option was ' do not accept ' ( default option ) and if no instructions were received by the deadline then this option applies.

[cbilcliff] 11/6/2003 15:50

Cyberslicker:
A mate of mine says his holding at comdirect has been sold yesterday without any sell order by him - I can't check my account at the moment, but I expect the same has happened.

Apparently, if you didn't say no by the deadline, they sold the shares!!!!!

[hotfinance14] 11/6/2003 14:06

They cannot sell unless they get your authorisation as far as i know.Tell them this is the case and to cancel the sell.


Commerzbank.....don'y know but somebody just bought 170k of shares.

[cyberslicker] 11/6/2003 11:26

Re comdirect - I had a small holding and didnt respond no by the deadline yesterday and they have sold my holding - Is this allowed?? - I didnt want to sell but hadnt been checking my inbox, also are Commerzbank snapping up stock on the managements behalf??

[hotfinance14] 10/6/2003 19:49

If they are making calls they must be really desperate for votes.

[cliffyburger] 10/6/2003 17:18

Cbilcliff,

I have my HOL shares in a nominee a/c with Comdirect and I received notification of the takeover offer. Check your messages in your Comdirect Inbox and reply to the notification ASAP - the deadline may already have passed.

I, and my 0.15% shareholding, voted "NO" to 25p, by the way.

Cliffyburger

[cbilcliff] 10/6/2003 11:23

I have a fair sized shareholding in a nominee account at ComDirect. I have not received any notification or paperwork from Holmes Place relating to the EGM or the offer.

Surely I am entitled to be notified of an EGM being arranged and surely they have to write to me at some point telling what the offer is and asking for my decision.

This whole mbo situation seems to just get to be a worse and worse stitch-up!!!!!!

They must be in breach of something here?

[g.j.a] 10/6/2003 10:43

We did have notification of yesterdays meeting - among the papers sent out with the form to surrender shares was a separate postcard on which to record vote for that meeting (i am sure i am not confused on this) I sent back a NO vote for that one., but am still holding on to shares and crest form

[pussywillow] 10/6/2003 10:18

All this means is that:

Of the people at the meeting yesterday (which was kept very quiet), the majority voted in favour of the "Management Arrangements" - i.e. they agreed in principle to the whole concept of the company being bought out at 25p as per this document:

Now, since practically no external shareholders knew about the EGM (none of us received letters inviting us, did we), the outcome of the meeting was rather obvious - with existing management owning around 26% of the company, and no "opposition" showing up, almost 98% of the vote was in agreement.

This DOES NOT MEAN that the deal will happen. It was just a meeting. The deal will ONLY happen if shareholders actually *accept* the offer and sell their shares.

So far, no-one outside Holmes Place seems to know how many shareholders have accepted the offer to date. If it's true that Rone or any others have received calls asking them if they want to sell their shares, I can only assume that the proportion of shareholders who have agreed to sell is still considerably less than 50%, and that the management are panicking in an effort to persuade shareholders to sell out.

We won't get to know how many shareholders have accepted the offer until Friday 13th June. I hope it's less than a 50% total, because I really don't want to be forced into selling my shares.

Once they own 50%, I think we're pretty much committed to having to sell, since they will be able to make decisions which will make it unnattractive for us to hold. Until that point, however, we, the shareholders, are the majority. Let's make sure we keep it that way. We have to force their hand; the management must either make sure we get a fair price, or pull their fingers out and get back to running the company and properly raising finance as they are paid to do.

25p is not an option.