Learning Technologies Share Discussion Threads

[18bt] 10/1/2025 10:35

I've also voted against for all the difference it will make

[niklol] 09/1/2025 20:37

I will also vote against.
Offer too cheap.
However I agree with you that highly unlikely to make a difference but we can only try

[jeffian] 09/1/2025 19:09

I note that the shareholder vote on the takeover is about to take place. I'm minded to vote against (not that it would make any difference). Anyone else around still interested?

[jeffian] 13/12/2024 15:37

If the "antis" were able to achieve a 25%+ "no" vote, that would probably scupper the bid or force renegotiation as a bidder needs over 75% to exercise unfettered control.

[xefedrax] 13/12/2024 13:25

Sorry for my ignorance.If Lyon and Octopus have between them 22.5% of the shares of LTG.L and are not happy with the "scheme of arrangement" proposedto sell at 100). Couldn't they vote against it and block the acquisition at that priceand request higher price?

[jeffian] 12/12/2024 08:29

Yes, I noticed that. Liontrust are one of the institutions named as being unhappy with the offer. I wonder if this suggests those holders (and there were several of them) will apply pressure to sweeten the bid?

[jeffian] 09/12/2024 22:52

And if they re-list on other than AIM, or sell for cash, they lose the IHT advantages anyway!

[toffeeman] 09/12/2024 18:43

The acquirer will have a three year target to relist/sell on which B&S will have agreed to.

[jeffian] 09/12/2024 17:09

Maybe but it seems risky for them. They've both opted for the 'Alternative Offer' which gives them Unlisted shares or Preference shares in the new company and those (at least under current UK legislation) would indeed be exempt from IHT but there are huge potential disadvantages. Firstly they are not only unmarketable but also, apparently, almost untransferable. Thus the beneficiaries of the estates will either get an asset they can't realise or, if they can, probably at a huge discount to the underlying value.

Funnily enough, I have just been the Executor of a family estate where one of the bequests was a minority shareholding in an unlisted company. It has been a nightmare. We did eventually negotiate a sale to the majority holder but at a huge discount to NAV and rather less than if IHT had been paid on the full value!

[toffeeman] 09/12/2024 16:22

The deal is structured for the benefit of Brode and Satchell and it gives them an IHT avoidance exit. Simplz

[jeffian] 09/12/2024 10:47

It seems us PI's are not alone in being disappointed with this deal.



"A major shareholder in Learning Technologies Group (LTG), who didn’t want to be named, said the company’s decision to sell itself to US private equity for $1bn (£802m) was “a symptom of the wider disease” in UK public markets.

It came as other City money managers expressed “dismay” at the deal, saying the group is being acquired on the cheap......

......However, LTG’s top shareholders Liontrust and Octopus have broken ranks to criticise the deal because they say it does not reflect how much the business is really worth.

Liontrust said it was “amazed and dismayed” that the LTG board had recommended the deal, criticising the price as “uninspiring”.

Octopus, which backed LTG when it listed in London 2013 and saw it prosper when the UK stock market was in better health, also said it was worth more. "

[jeffian] 06/12/2024 18:36

That's true so far as forcing the remaining 10% to sell is concerned, but effective control is anything over 50% and total control is anything over 75% at which point the minority could be locked into an unmarketable investment, so there wouldn't be much point in holding on. Have they stated the level of acceptances so far?

Edit: Just checked the offer announcement of 4/12 and at that point they had irrevocable undertakings to accept the offer from shareholders with 51.4% of the total shares, so it's a done deal. Whether a substantial vote against would get them to sweeten the offer, I don't know but doubt. I think the only thing that would force their hand is a counterbid, and there doesn't seem much sign of that so far.

[xefedrax] 06/12/2024 17:33

Hi guys, I thought the squeeze-out treshold in UK was 90%. A treshold not easy to reach at 100 pence.The CEO and Director recommend the deal because they will keep their post, their shares and a bonus. I think us, the shareholders,should not acceptthe deal at that price. I think they will not reach the 90% treshold with their first price and will rise their offer substantially to close the deal.Hold your shares!

[xefedrax] 06/12/2024 17:29

Hi guys, I thought the squeeze-out treshold in UK was 90%. I think bo easy to reach at 100 pence.The CEO and Director recommend the deal because they will keep theor post, their shares and a bonus. I think they will not reach the 90% treshold a raise their offer substantially to close the deal.

[wad collector] 04/12/2024 21:57

In at 163 , out at 100. Only consolation is that they were an inheritance , and he paid 43p. And at least then there was no IHT to pay....

[cyberian] 04/12/2024 18:45

So it looks like over 140 million shares sold just below the 100p mark today rather than wait for the cash. The alternative paper offer may attract some, but as others have said a rather sad ending.

[zouppy] 04/12/2024 18:05

I too am heavily invested at higher levels and would prefer the valuation to be higher. However I try not to become attached to my entry price. The value is what someone is prepared to pay and the market has spoken in terms of the value today on AIM. If this bid were to evaporate I would expect to see share price back in the 70s. So I much prefer to move on and seek new hopefully better judged opportunities.

[jeffian] 04/12/2024 16:48

Yes (heavily invested) and yes (too little).

[c3479z1] 04/12/2024 14:31

Commentators suggest the price being paid is too little? Has anyone heavily invested any view?

[hazl] 04/12/2024 10:46

Oh it's just about the geneal times we live in, if you ask me.

[12badger] 04/12/2024 10:12

So it ends with a whimper - sad for shareholders and the management team too. Whilst the macro environment has some bearing the Directors should know they are culpable for various real missteps - accounting errors, poor US compliance, but above all a failure to create a proposition that enticed clients and generated organic growth. Satchell and Brode supreme technocrats but never entrepreneurs.

[jeffian] 04/12/2024 09:18

Yes, disappointing.

[phillis] 04/12/2024 09:15

I recall top slicing these at 180p or thereabouts
So much for Satchells vision