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| Share Name | Share Symbol | Market | Stock Type |
|---|---|---|---|
| ILX | ILX | London | Ordinary Share |
| Price Change | Price Change % | Share Price | Last Trade
|
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|---|---|---|---|---|
| 0.00 | 0.00% | 8.375 | 01:00:00 |
| Open Price | Low Price | High Price | Close Price | Previous Close |
|---|---|---|---|---|
| 8.375 | 8.375 |
| Top Posts |
|---|
Posted at 04/10/2013 13:03 by graham1ty I am sorry if this is long, but only four shareholders bothered turning up. The following is all just my opinion. DYOR.I attended the AGM and EGM of ILX on 3 Oct 2013. Price 8.5p, market cap £3.3m ILX held an EGM to approve the reverse takeover of the new CEO's Australian interests. This will give his Concert Party 86% of the equity and dilutes existing independent ILX holders down to 14% of the equity. Background. ILX is a training company, quoted on AIM for years. They train via presentations, apps and online, mainly in project management. After some disastrous acquisitions, training stopping dead in the City, a bit of debt and excessive Director Pay ( paid £4.7m over ten years, the former CEO taking £2.4m from 2002-12) this was on its knees and the share price dropped over 90% under the helm of Chair Paul Lever. In Aug 2012 "white knight", Wayne Bos, an Australian entrepreneur, injected some cash, then more cash, ending up with 29%, some juicy warrants at 10p, cleared out the expensive Board but found more of a mess than he expected. There has been enormous restructuring, a change of Head Office, two new Board members and write offs of £2.4m in the year to 30 June, just reported. WB had undoubtedly saved the Company. Did ILX have a future ? The Annual Report shows that the turnaround was substantially completed. Costs were down, revenue was steady, debt was under control ( though there were still large net current liabilities) and the Board reported "adjusted Profit before tax of £1.1m" which translate into 3.8p according to new house brokers WHIreland. There had been a couple of bolt on acquisitions for revenue, further cost savings and the Board reported that "the full benefit of the resulting reductions in operating costs are not expected to be reflected until the new financial year" so things looked on the turn for this undervalued business, supposedly on a historic adjusted p/e of under 3x. The bolt from down under. With the announcement of results came a reverse acquisition of Wayne Bos' Australian telecoms interests into ILX. He ( and a few other co-owners, together the Concert Party) would be issued 159m shares ( above the current 40m) and the Concert Party would own up to 86% of the enlarged business, to be renamed Progility ( henceforth I hope nicknamed Prodigality.....look it up, it means excess. The Prodigal son ( WB?) was so called because of his excess, not because he came home). The AGM was a formality. I will say here that, due to a family bereavement, the Executive Chairman was not present ( and he missed the last AGM, so I have not met the Prodigal Son). The EGM. Paul Lever, the sole survivor ( £39,000, pretty good for a non-Exec) chaired the meeting in the absence of Wayne Bos. First, and most objectionably, the Chair tried to stop questions before the vote. One of the (rather wet) Directors stated that "all information for shareholders was in the Offer Document" but within minutes, and a few questions, it was quite clear there were many unanswered questions. There followed c30 minutes of questioning before the voting began. Valuation methodology. There is nothing in the Offer Document to justify the valuation given to the Oz businesses. On questioning, it turned out the SOLE non-Exec Paul Lever ( representing us shareholders, remember) had not even been to see the potential acquisition !!! The Board stonewalled, relying on valuations done by outside advisers. And were these advisers independent of the Company ? No, ILX' own advisers SPARK. There was no attempt in the document, or in the meeting, to justify the valuation of £16m placed on those interests. Apparently Grant Thornton had looked at the numbers. There was no indication whether they had just checked the numbers or whether they had been asked to give an opinion on the quantum: I assume the former. Value of Progility. Progility lost A$2.2m last year on revenue of $41m. The previous year there were losses of $100,000. The Balance Sheet looks no better with cash outflows in the last three years of $400k, $3m then $2.5m in 2013. They borrowed another net $3.5m in 2012 and another $3.2m in 2013. Net assets in the balance sheet are $600,000, yes £370,000. Net tangible assets are NEGATIVE $3.7m. They have loans of $7.5m from their shareholders. I asked the question whether they were only solvent because of related party borrowing and got a non-answer about "private companies". I asked about Bearcom, which provides $19m out of $41m turnover. This appears from Note 23 to have been bought in March 2012 for $2.3m, or £1.33m. I asked about the valuation of Bearcom and there was stony and embarrassed silence. I am not sure the Board were being deceitful, I just had no confidence they knew intimately what they were buying. Paul Lever tripped himself up at one point when saying that he had extensive discussions with Wayne Bos about the valuation of the business.....but, er, the document states quite clearly, that as a related party, "Wayne Bos has not taken part in any of the Board's deliberations". Another shareholder asked about potential profits. ILX had in the past, he stated being making operating margins of 10%. From the limited information on the Australian businesses, operating margin had never been higher than 3.5%. So, a business that will contribute c 60% of the enlarged groups turnover of £40m, and has made losses of each of the last two years is valued at £16m. ILX, making an adjusted £1.1m is valued in the market at £3.3m. ILX had net assets of £6.6m.....it gets 20% of the equity. Prodigality had net assets of £370,000 and gets 80% of the equity. Eps, brokers and undisclosed material. It was stated ( as a stone walling technique by the Board) that all relevant information is in the Offer Document. There was therefore a very important disclosue made in answer to a different question. I asked how the market was possibly going to value a hodge-podge of interests, much in Australia. Was there a plan for a dual listing ? : No. Who would follow ? "WHIreland our new brokers have already put out new forecasts". I WAS NOT ALLOWED TO SEE THIS AS A RETAIL INVESTOR, PRECLUDED FROM SEEING INSTITUTIONAL RESEARCH. I have a copy in front of me now. First WHI have no clue what the new business is and there is no description of it and no indication they have visited it. However they must have been fed some numbers as their representative was perfectly willing verbally to reveal their forecasts: adjusted pretax of £1.7m to June 2014 and £2.5m to 2015, giving eps of 0.82p and 0.98p. So, inadvertently, they had disclosed that Prodigality would add little to ILX proforma of £1.1m for this last year AND that eps would be diluted four fold by the massive equity issue. WHERE DID IT SAY IN THE OFFER DOCUMENT THAT THIS ACQUISITION WOULD BE MASSIVELY DILUTIVE AND REDUCE EPS BY 75%. The value of ILX shares without the takeover ? While there were no forecasts on the existing ILX business available, we were certainly being told that progress was being made, that the bulk of the cost savings were done, and that the ship was stable. Would ILX have traded on just 3x earnings ? Without the Prodigality acquisition ( and the 20% drop in the ILX price on the announcement) one would have hope the Board would have considered the shares undervalued at 10p ? The Prodigal Son had made his investment at 10p, and either he is a bad investor, or presumably he wanted to make a return on his investment and thought ILX was worth more than 10p ? I asked the SOLE non-Exec, the sweaty Paul Lever, whether all options had been considered and whether there was greater value to shareholders in other routes, such as a trade sale. I got a straight bat answer that everything had been considered, which I personally did not believe. The value of Prodigality ? Loss making Australian interests ( in transition apparently), no visibility, a broker's note saying eps fall from 3.8p to 0.82p ? And not really any growth the following year ? How would you value that ? 5x ? 8x ? 6p ? 8p ? certainly less than the pre announcement 10p. The EGM. I suppose I must report that shareholder indifference rules. There were three other shareholders present, only myself and one other asked any questions. The acquisition was steam rollered through. My only, vague, vague hope is that I believe the Board when they say the two other main shareholders Octopus and Peter Ward voted for the deal. Octopus had a big holding of ILX at much higher levels ( 2m at 25p in Jan 2010) . They then took part in a first bail out, taking 5.4m shares at 26p. These have both been disastrous investments. Rather than jumping ship, voting against the Prodigality acquisition and trying to get some value out of ILX, they have jumped on the bandwagon. Maybe someone wants to go and visit the Company during the forthcoming Ashes ? The Board. Noone from Prodigality is joining the Board. Board meetings will be held in London. I find that very odd. Have to rely on the Prodigal Son providing all the info on his businesses. We were introduced to a new Board Member, about to be appointed ( new information, not in the Offer Document). It turns out he has known the Prodigal Son for three years, so we do NOT have another independent non-Exec. Share price. A Takeover Panel waiver was granted so that the Prodigal Son did not have to back his investment and actually buy ILX. The Concert Party that will now hold up to 86% of the Company includes a few minority Australian shareholders. I am not sure who will be precluded from buying in the market, but given the waiver I think the main man cannot do anything, in the market, to support the share price. Not sure who else will. A few private shareholders will suddenly realise they own Prodigality and will sell. Who would buy ? Noone know the business now ? Eps are down the pan for a number of years of uncertainty. I believe existing shareholders have been well and truly shafted. We await the return of the Prodigal Son to see if he is welcomed home As always I welcome any feedback from the Board. I apologise for any unintentional errors and will immediately correct them on request. Chambers Dictionary: "Prodigality......st |
Posted at 17/9/2013 22:08 by smithie6 "He is a very successful businessman"His Auz business is losing 2M a year. ...that doesnt look very successful imo he may need access to the profits of ILX to hold it up..... ILX is generating 0.9M op. profit....and should increase as reduced costs feed into the number. ---- I do agree that the WB has taken good steps at ILX.....cutting staff costs and reducing bod costs was obvious.....making recent acquisition was not so obvious from financially strapped company....but clearly if you have a large stake in a microcap you will look at news of similar microcaps (and their prices !!) and if you see one close to you that reports bad numbers....it is fairly obvious that it is worth taking a look to see if worth buying cheap to join with your own company, if its owner is keen to offload it... one of ILX -ve factors...as posted by many people on this msg. brd. is that Prince2 sales is too high a part of its sales....so increasing its list of products via an acquisition is fairly obvious possibility ---- any acquisition that gives the MD 85% especially when acquisition is losing 2M is a big no no from this PIs viewpoint. Good for the MD, but bad for me. ---- there are many directors out there that understand strategy and making good directing decisions....no need to do an over priced acquistion of MDs company ..that makes him rich ...and gives him 85% of ILX ....just cause he might be one of them... --- If he wants 55% more of ILX...he should get his chequebook out imo ! Ill sell him my part of ILX at 20p/share. ...or imo we will see 5p if the acquisition takes place...160M new shares |
Posted at 17/9/2013 15:01 by smithie6 eh !!Bos input......reducing staff numbers by perhaps 10%..because he had put in a large chunk of hard cash so had a massive incentive to quickly get the numbers to be better....and to show that making profits basically....if you are not really needed to make the profits/sales now...and in short medium term...then redundancy....not so tricky .and by getting rid of having so many expensive directors in a microcap company (which was nuts , incompete KS and JP ...and the chairman imo ...as we all know) big deal imo !! ---- seeing that need to concentrate on sales to English mkt......fairly straightforward imo... very easy to see the sales obtained in other languages.....and if not producing the goods...then cut new investment in it...unless funded from own language profits... straightforward imo --- the acquisition of other e-learning company.... a good move...exanding the catalogue of products that sales staff at the 2 companies can both sell but std. stuff for a director to do previously ILX had 2 clowns imo....hence they had not done it... ---- prev. accounts were full of waffle about company values.....from KS been on too many courses perhaps !! prev. execs. were perhaps managing current situation rather than directing. since they were imo unskilled as directors. the ILX graph over X years..downwards.... but ILX has value....otherwise the new MD would not have put in a wadge of cash....he did it thinking it was a good investment and that he would make money. If he wants the rest of ILX....imo he can get his wallet out and cough up 20p a share and Ill change my vote from NO to YES !! ---- If vote is YES...imo ILX share price will collapse....same as FIF did after the chairman there did an overly expensive acquisition at 90p....but which helped him get rich...by selling millions of shares in the process !!. The share price ..7 or 8 years later is still not back to 90p !! Acqusitions where Exec. dirs. or chairman make millions.... ...in 99% of cases.....PIs loose money. imo ILX is just another example. I urge people to read the msg. brd. "-ve aspects about FIF" and to consider whether this acquisition is over priced in order to make the MD rich...and shareholders poor !! ..hence I have voted NO. |
Posted at 16/9/2013 16:33 by smithie6 key things on voting ...as you mention...is how Octupus votethe MD will I am sure....be extolling the virtues of the acqusition to Octopus ..in order to get them to vote yes.....perhaps in advance of the offer being revealed.... Octopus paid I think 26p per share....and subscribed 1M pnds for new shares....in addition to their previous holding at that time.... at 8p per share.... if I was Octopus.... and about to see my large investment in pounds turn into a negligible % investment in some Auz company.....that I never invested in...and that the MD will have 85% and suddenly my sizeable stake and voice becomes negligible..and that the MD could then de-list the company since will have over 75% as required to de-list..and no voice....in an Auz company that is loss making..while the Octopus stake in ILX is now profitable.....and Octopus is UK based...I assume with no Auz presence.. if I was Octopus I would vote NO we have to wait to see..... if I was Octopus....I would say...."I paid over 1M to support ILX....if you want it......put your cash on the table and buy my part....." and whether PIs bother to vote....often they dont vote....partly due to it being difficult via some nominee sharehholding companies/brokers ---- One cynical part of my mind wonders if the deal is to encourage people to sell in volume.....for friends to pick up ILX shares...and then announce that the deal is shelved due to opposition from Octopus for example....and ILX shares, imo, then rise in price since op. profit is 0,9M in latest 12 months...and imo will be higher in new 12 months period. --- ILX one the e-learning companies with largest list of products.... and rapid growth in on-line sales over last few years... the co. has value imo for Pearson or various other education/training related companies perhaps USA based ones wanting to expand in UK and AUZ |
Posted at 14/9/2013 17:56 by smithie6 btwif shareholders vote yes that the MDs company takes over the ILX listing....160M new shares.... the MD will go from owning 30% of ILX.....to approx. 85% of ILX if ILX is worth 6M ...as some of us think now that costs have been cut...0,9M operating profit...so current 3M would be a ratio of just 3....for a co. with one of the biggest list of available e-learning titles after recent acquisition so ...MD gets 55% more of ILX....at cap. value of 6M that is around 3M pnds worth. in return for shareholders agreeing (perhaps) to acquiring a loss making company....for 16M pnds....an over priced acquisition in the eyes of some posters on here so far... imo it is a bad deal for shareholders except the MD....so personally I will be voting NO. If the deal was modified so that Auz co. paid 20p/ share to acquire ILX....I guess Id agree to that.(or perhaps acq. using 40M shares.....but really Id like to see full accounts for this Auz company....perhaps I would not want to buy it at any price since making large losses)....since dbl the price I paid.....but anyone who paid 20p might not be so keen. |
Posted at 11/9/2013 13:01 by smithie6 if remove the acquistion....then ILX share price goes almost straight to 20p imo1- 1,6 annual PBT...the data is there in the accounts imo.... op. profit stated as 0.9M....and effects of cost savings (cheaper dir. costs and 10% less staff at original ILX ) are still arriving in accounts...and of acquisitions... a cap. value of 3M gives a rating of around 3. would not stay at that for long it is in the MDs PERSONAL interests to do the deal at 10p/share and not at 20p a share..he gets double the % of ILX shares..if shareholders let him get away with it the fundamentals of ILX were always there.... but just hidden partly by expensive dirs. and one off costs such as due to loans... see this msg. brd. over last 2 years....many people post that same message... ---- what do you see as the synergies between - e- learning company essentially for project management.....mostl and - distribution of two way radios in Australia to the mining sector ?? I dont see any synergy. U think a mining truck driver needs an e-learning course in how to manage projects ? I dont ! ...sure....there will be some cross selling possibilities somewhere.... but so what.....there are hundreds of possible customers out there.... you dont suddenly start selling to company X just because another part of the company sells then two way radios !!..... the Auz business of the MD ....imo ...looks like a hodge podge of companies....not very attractive...and loss making it has turnover... so what....their are many companies on AIM with high turnover....and no one is interested in buying their shares...since going no where...low margins etc. companies with decent profit margins are where you should invest imo... and ILX is one of those...Auz turnover is now 4M and it was 0 4 years ago. and sales via the internet have also grown quickly.....the poor previous dirs. didnt deliver, eg. bad cash managment..and excessive pay... but that is the past...ILX is now producing cash profits... |
Posted at 11/9/2013 11:49 by smithie6 Please also read other message boards....to see how directors have shafted shareholders in similar situations. (I suggest that shareholders consider to vote NO to the acquisition.....and the ILX share price will rise as a result....ILX results in 3 months to end June 2013...are good 1-1,6M PBT annually...sp on its own will imo go to 20p.....if acquisition is voted ZES then I see 5p as the share price ..way over priced) A) FIF acquisition at 90p...sp went to 15p after it chairman sold out as part of the acquisition...he wanted a high price !!...same as the ILX MD wants a high acquisition price ...since buying his AUZ company !! B) OCH . Proposed large new share issue. directors try to shaft shareholders in EGM....shareholders revolt and vote NO...and effectively tell directors to get stuffed PI action group formed...and has legal representation at court proceedings in Cayman ISlands. beware of dirs. trying to put shareholder assets into their own pockets. imo it could also be what the ILX MD is trying to do at ILX |
Posted at 11/9/2013 11:30 by smithie6 "It does appear that there is an over valuation"so we both agree on that ----- "Bos really has the incentive for a higher share price as he owns most of the shares." imo ....Bos incentive is to see over pay for the acquisition....since he gains much more by over valuing his stake in acquired company than smaller loss in original ILX shares same as what happened at FIF.... see msg. brd. "negative aspects about FIF" this deal is essentially the same shareholders got shafted at FIF...sp went from 9öp to 15p...since waz over paid of massive acquisition there were sznergies with FIF acquisition as well... sp now...mazbe 7 zars later....73p...still below the 90p paid for acquisition !! So DO NOT FALSELY believe that ANY acquisition is good news for shareholders...... imo the ILX MD is shafting the ILX shareholders here....by over paying by miles ...to buy a company from the MD I urge shareholders to consider to vote NO...as I will be. In any case...to vote in 1 direction. ---- imo the Auz co. of the MD should pay 20p per share to buy ILX ...fair price....and everyone gets a fair deal... by using tiny company to buy a big one at a high price...the MD gets to win big time...a bad deal for shareholders imo the MD will own 86% of ILX without putting up any cash !! ILX is a good company....see the results for 3 months to end of JUne... annually it is at least 1-1,6M PBT....worth at least 6M VOTE NO !! |
Posted at 11/9/2013 09:31 by smithie6 anyone that is a shareholder ...should imo.....not wait...the docs. are available on line.... ---- Any opinions on the recent proposed acquisition....of other company where the MD is main shareholder... imo the price is far too high....and is to financially benefit the MD of ILX and imho ILX shareholders should vote NO ----- If shareholders vote NO...then in my opinion ILX shares will go to 20p. (ILX is clocking in a PBT of 0.9-1.6M) (ref. recent accounts showing decent results once remove one off costs) (the new MD has done an OK job of throwing out parasitic leeching useless previous dirs. ....and reducing staff numbers to match income.....etc....fa if shareholders vote YES then in my opinion the new ILX shares will go to 5p due to the 160M new shares and over priced acquisition of LOSS MAKING AUZ COMPANY....which is suffering from slow down in the mining sector ---- imho vote yes if want 5p share price or NO if want 20p share price Opinions ?? |
Posted at 10/9/2013 21:26 by smithie6 Ive had a grind thru the paperwork....interims, 15 month and acquisition imho - ILX ....ON ITS OWN is underpriced since making 1-1.6M PBT and financial status is actually fine/good.....deferr progress has been made....now that the 2 parasites have been kicked out...at last....and costs reduced....to help make the profits visible... - proposed acquisition is way OVERPRICED in terms of the shares being paid for it most of the acquisition has NO VALUE imho from an investors viewpoint it is in the interests of the MD of ILX that the acquisition is OVERPRICED.....since he is a large shareholder in the co. to be acquired !!! but it is NOT in the interests of ILX shareholders to over pay... the deal can be considered similar imo to the acquisition that FIF made of Lightbody a few years ago......at a crazy price...90p....sp then fell to 15p....the chairman wanted a high price...since he sold out in the deal !!! Pls read the msg. brd. ....negative aspects about FIF WARNING. imho this deal is similarly BAD for shareholders imho it is merely a poor business (the acquisition) obtaining a good business (ILX) for almost nothing...since ILX will be 40M shares and new acquisition will be 160M shares....ILX is 20% of the new total....despite imo being the best part of the combined company note that acquisition company reported a large loss in latest results ----- A new company where the MD will own or control approx. 86% of the shares.... is fundamentally a disaster waiting to happen. NO ONE wants to be a shareholder in a co. where the MD owns 86%...NO ONE. ---- The paperwork is a disgrace....and does NOT present the basic information that is normal for an IPO or reverse takeover. ---- I dont trust SPARK....the new company adviser ...so that is an extra -ve factor imo, where it has never been clear whether the co. operated for the shareholders or the benefit of the investment manager. A common story/problem with small London listed companies. eg. Spark investment mngr investing personally in UNLISTED companies where Spark also invested.....while that would be prohibited by rules of many investment companies. ----- DE-LISTING imho the MD Wayne Bos may well shortly after the acquisition....if enough stupid shareholders vote yes.....de-list ILX......and then buy up the shares of PIs selling up.at low prices...not wanting to be in an unlisted company. or double his salary.... and introduce large bonus package for himself... as majority shareholder he will win the vote ---- I urge all shareholders to consider to VOTE NO to the acquisition and all resolutions. imho a new price for the acquisition should then be proposed ILX should be valued at over double...ie. 8M pnds and 40M shares @ 40p...and acquisition should be valued at half 8M not 16M pnds...so 40M new shares would be needed and not 160M (but really need some info.... .the acquisition paperwork tells us almost nothing about co. being acquired (loss making and operating in low margin sectors.....not good for investors) in that case ILX shareholders would own 50% of the new combined company. not the 20% currently proposed ---- distributing two waz radios in Auz.....investment value is ZERO imo for that part of acquisition and hand made services to telecomms sector produces turnover but no profit...a lot of one off work...waste of time imo from investing viewpoint... VoiP ......bad sector imo. small margins. VoiP is free....Skype etc.....trying to charge on top and include much profit is difficult or impossible imo. recent large losses perhaps back this up NOTE. papers state that acquisition co. performance has been hit hard by fall in activity in mining sector in Auz. .....or is it because the competition are beating them !! |
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