Misys Share Discussion Threads

[dhutch2] 27/1/2011 17:43

eaaxs06 accepted.
We now have another mysis twist (£145m return to shareholders) to assess as to its effect on the stock price or an investment.
Just when I wanted to buy back in after cashing in on my free capital gains allowance and waiting out the 30 day required by the taxman

[marketeer4] 27/1/2011 08:48

Company Misys PLC
TIDM MSY
Headline First Half Results Statement
Released 07:00 25-Jan-2011
Number 12327-2614



25 January 2011



Sophis acquisition on track

45% adjusted earnings per share growth for the 6 months to 30 November 2010




Misys plc (FTSE: MSY.L), the global application software and services company
serving the financial services industry, announces results for the six months
ended 30 November 2010.



Corporate highlights

Allscripts majority divestment successfully completed, leading to a £620m
profit on disposal.



Return of £525m from the Allscripts divestment proceeds to Misys shareholders
through a tender offer.

Further £145m to be returned pro rata to shareholders with an accompanying
share consolidation subject to shareholder approval.



Acquisition announced of Sophis, creating the leading capital markets platform
- enterprise value €435m (£370m at £1:€1.175). Shareholder approval meeting in
February.



Financial & Operational highlights (continuing operations)

Order intake up 4% to £81m- up 3% on a constant currency basis



Revenue up 2% to £161m - flat on a constant currency basis



Adjusted operating profit £23m - up 5% on a constant currency basis, down 3% as
reported



Adjusted basic earnings per share up 45% due principally to lower interest
costs resulting from debt reduction



Treasury & Capital Markets (TCM) revenue up 3% to £83m (at constant currency)



TCM order intake down 5% (at constant currency) due to delayed sales, most of
which have now closed



TCM's market position continued to strengthen with 10 new name wins and large
installed base upgrades



Banking orders up 9% including a 25% increase in the 2nd quarter. Revenue down
3% (all at constant currency)



60% of ILF order intake in Banking was from new solutions (2009/10: 16%)



BankFusion adoption on track with 13 orders in the period





Chief Executive Mike Lawrie comments

'The first half has been a period of great progress with our strategy and
corporate structure.



We divested our Allscripts investment to become a pure play financial services
software company. We returned £525m of the proceeds to our shareholders and
intend to return £145m more. We announced the acquisition of Sophis to create
the leading capital markets platform.



We grew revenues in our Treasury & Capital Markets division and, shortly after
the period end, closed most of the deals that had slipped out of the first
half. In our Banking division we saw BankFusion and other new solutions
bringing growth in orders of 9%. Our services business also improved.



Our medium-term financial targets, which were updated with the Sophis
acquisition, are unchanged: annual revenue growth of 5-8% and adjusted
operating margins of 20-23% for the Misys Group including Sophis.'



Financial Results Summary

2010/ 2009/10 2009/10 Constant
Continuing Operations, £m unless stated 11 currency
reported Constant growth
currency

Order Intake
81 78 79 2.7%
Excludes maintenance and transaction processing
fees

Revenue 161 158 161 0.2%

Adjusted Operating Profit

Before exceptionals, acquired intangible asset 23 23 22 4.6%
amortisation, exchange differences on reserves,
embedded derivatives losses

Adjusted Operating Margin 14.0% 14.7% 13.4% +0.6pp

Operating Profit 18 23 - -

Profit after taxation 15 12 - -

Profit after taxation including discontinued 634 28
operations

Basic Earnings Per Share including discontinued 118.9p 4.0p - -
operations

Adjusted Basic Earnings Per Share 2.9p 2.0p - -




A reconciliation between Operating Profit and Adjusted Operating Profit is on
page 3 and an explanation of constant currency comparisons against the prior
year is provided on page 10.



Continuing operations excludes results from Allscripts which are reported
separately in the accounts as discontinued operations.





Enquiries



Phil Branston

Director of Investor Relations

T: [phone]

M: [phone]

[e-mail]

[marketeer4] 27/1/2011 08:47

Regulatory Story
Go to market news section

Company Misys PLC
TIDM MSY
Headline Proposed Return of Cash to Shareholders
Released 07:01 25-Jan-2011
Number 12156-5776



25 January 2011

Misys plc ("Misys" or the "Company")

Announcement of terms of the return of approximately £145 million to
shareholders via a B share scheme

Return of 38 pence per ordinary share

7 for 8 share consolidation

The Company today announces the return of approximately £145 million by way of
a B share scheme, which gives shareholders a choice between receiving the cash
in the form of income or capital. The return will be accompanied by a
proportional share consolidation to maintain broad comparability of the share
price, earnings per share, dividend per share and other per share data. Further
details are set out below.

Background

In 2010, Misys disposed of the majority of its 54.6 per cent. shareholding in
Allscripts (the "Disposal"). The Board stated that it intended to return to
Shareholders, by way of a tender offer, substantially all of the net proceeds
of the Disposal being £670 million (the "Disposal Proceeds"). Shareholders
subsequently voted in favour of the proposed Tender Offer at the General
Meeting held on 13 August 2010. On 15 November 2010 a shareholder circular in
relation to the Tender Offer was posted to Misys shareholders and on 16
December 2010 Misys announced the result of the Tender Offer (the "Tender Offer
Announcement"). 169,354,057 Ordinary Shares were tendered and were repurchased,
for a total cost of approximately £525 million.

The Tender Offer Announcement also contained a statement that the Board
remained committed to the return to the Company's shareholders of £145 million,
being the balance of the £670 million Disposal Proceeds allocated for return.

Misys announces that it is today posting a circular (the "Circular") to its
shareholders and convening a General Meeting, to be held on 11 February 2011,
to obtain shareholder approval for the proposed return of approximately £145
million cash to shareholders.

Details of the B share scheme

Subject to shareholder approval, shareholders will receive one B share for
every existing ordinary share that they hold on 11 February 2011. Shareholders
will be able to elect between the following choices in respect of those B
shares:

* To receive a single dividend of 38 pence per B share for some or all of
their B shares;

* To have some or all of their B shares redeemed on the Initial Redemption
Date at 38 pence per B share, free of all dealing and commissions; or

* To have some or all of their B shares redeemed at the Final Redemption Date
at 38 pence per B share, free of all dealing expenses and commissions.

Shareholders who decide to have only part of their holding of B shares redeemed
on the Initial Redemption Date or choose not to receive the single B share
dividend in respect of their B shares, will have the remainder of their B
shares redeemed on the Final Redemption Date at 38 pence per B share.

Shareholders who do not elect, or who are not eligible to elect, for any of the
B share alternatives will have their B shares redeemed at the Final Redemption
Date at 38 pence per B share.

A share consolidation will take place in conjunction with the B share scheme.
Existing ordinary shares will be subdivided and consolidated so that
shareholders receive 7 New Ordinary Shares (subject to fractional entitlements)
for every 8 existing ordinary shares held on 11 February 2011. The intention is
that the intrinsic value of one New Ordinary Share immediately after Listing of
the New Ordinary Shares should be approximately equal to the intrinsic value of
one Existing Ordinary Share immediately before the consolidation.

The effect of the share consolidation will be to reduce the number of issued
ordinary shares to reflect the return of 38 pence per ordinary share, but
shareholders will own the same proportion of Misys issued share capital
immediately following the consolidation as they did previously (subject to
fractional entitlements).

The New Ordinary Shares will be traded on the London Stock Exchange in the same
way as existing ordinary shares and will be equivalent to the existing ordinary
shares in all material respects, including their dividend, voting and other
rights.

Full details of the B share scheme and share consolidation are contained in the
Circular to shareholders.

Copies of the Circular will be available from or can be inspected at the
registered office of Misys plc One Kingdom Street, London, W2 6BL and the
offices of Allen & Overy LLP One Bishop's Square, London, E1 6AD. Copies will
also be available on the company's website: www.misys.com

Expected timetable of principal events

Latest time and date for receipt of 9.50 am on 9 February 2011
Electronic Proxy Instruction, CREST
Proxy Instruction or Form of Proxy for
General Meeting

General Meeting 9.50 am on 11 February 2011

Latest time and date for receipt of 4.30 pm on 18 February 2011
Election Forms or TTE instructions in
relation to the B Share Alternatives
and Election Form Effective Date

Despatch of cheques and bank accounts 4 March 2011
credited, as appropriate, in respect of
Single B Share Dividend (Alternative 1)

Despatch of cheques and CREST accounts 4 March 2011
credited, as appropriate, in respect of
the B Shares redeemed on the Initial
Redemption Date (Alternative 2)

Despatch of cheques and CREST accounts 14 April 2011
credited, as appropriate, in respect of
B Shares redeemed on the Final
Redemption Date (Alternative 3)

Enquiries

Phil Branston, Director of Investor Relations

T: [phone] M: [phone]

[e-mail]

About Misys

Misys (FTSE: MSY.L) provides integrated, comprehensive solutions that deliver
significant results to organisations in the financial services industry. Misys
maximises value for its customers by combining deep knowledge of their business
with commitment to their success. In banking and in treasury & capital markets,
Misys is a market leader, with over 1,200 customers, including all of the
world's top 50 banks. Misys employs over 3,500 people who serve customers in
more than 120 countries. Misys aspires to be the world's best application
software and services company.

[eaaxs06] 21/1/2011 17:37

Dhutch2

That's a fair comment, I apologise profusely if I appeared to come over as a bit of a smart @rse.

[marketeer4] 23/12/2010 15:14

dhutch - I think the rise in the share price prior to the tender offer has caught the Misys management on the backfoot. The sale of their Allscripts stock and acquisition of Sophis had been planned for some time and the intention for them to return capital to shareholders has again been known for some months. You have to do your own research but the potential upside has been and IMHO remains strong.

[dhutch2] 23/12/2010 10:30

If you accept that usually all the knowledge is in the price then such a rapid upping of the price after the share offer should not have happened.
I bailed out at 304p just before the offer through lack of information.
It's a bit rich for others to be wise after the event.
One reason to sell might be a mistrust of the management who organised the share offer.

[eaaxs06] 22/12/2010 13:05

Marketeer/Prestor

I agree with you both, I can't for the life of me understand why anyone would want to cash in their shares, when they're on such a good run?

In Nov 2008 the shares were just over 80p, they're now bouncing off 330p.

Why on earth would anyone sell them now?

[prestor] 22/12/2010 12:04

Have to admit I didn't understand this so called return of capital to share holders. I have been a long term holder and didn't take up the offer to sell because I beleived that once the tendered shares were sold they would then be cancelled resulting in an increase in the share price, IE: less shares in circulation. So why would any one sell unless they wanted the money quick. Why didn't they just pay a special divi or re instate the normal dive to begin with. I think this was more for MISYS than it was for the shareholder.

[marketeer4] 22/12/2010 10:16

MSY are to return £145 million by way of a pro rata return of capital to shareholders together with an accompanying share consolidation to reflect this return of capital. This will be completed after receiving shareholder approval.

The tender offer saw 169.35 million ordinary shares purchased at a strike price of 310p which amounted to 30.6% of Misys ordinary share capital.

The future looks bright for Misys which should see likely growth in new financial markets throughout the world.

I am sure that those who held their shares back from the tender offer will think it was a good move and will not regret it.

DYOR.

[eaaxs06] 20/12/2010 21:04

I guess those guys 'n' girls who tendered their shares are regretting it now?

Unless they were very nimble on their feet.

[hell_fire_corruption] 16/12/2010 09:29

MSY quick out of the starting blocks this morning

[marketeer4] 05/12/2010 14:46

I agree it is an unusual offer particularly now that the share price has risen.
There must still be alot of upside in the share price due to the acquisition of Sophis which had operating profit of 30 million euros in the year ended 31/12/2009. This surely establishes Misys at a new level.

The shares have fallen from their high above 300 pence but still are way above the 270 pence lower limit of the tender offer. I appreciate you can set your tender price up to 310 pence per share but I do not see many people taking up
the offer to sell their shares at a price at no real premium to the current price. The company may have to look again at the tender price if the offer is not taken up by many shareholders.

[dhutch2] 05/12/2010 09:34

I have found no comment anywhere on whether to sell in the offer or not.
How much will the strike price be above the market price?
Is the share price expected to rise or fall afterwards?
Capital gains suits me as opposed to taxed dividends but I can achieve this anyway by just selling the shares in the market.
Such an unusual offer!

[marketeer4] 02/12/2010 09:41

The full details of the tender offer were announced by RNS at 0700 hrs on 12 Nov 2010. Look up RNS 00647-2545. The operative date is 15 December 2010 but you will need to action any share sales earlier to be effective.

[eaaxs06] 30/11/2010 20:13

Does anyone know the dates (and terms) of the tender offer?

[rheiner] 30/11/2010 09:53

A friend has just asked whether he should sell or not - he has 500 shares. I'm surprised this MSY thread has so little on it. I was hoping to find some discussion about the present corporate action.

[wilba] 07/9/2010 20:23

evox - 7 Sep'10 - 19:25 - 18844 of 18850


Philosophical question : I first bought these at 17p about a year ago and they doubled in 3 days. Got greedy and doubled up at 40p. Held on for nearly a year and doubled up at 17p again. Now have a healthy profit so what should I do next? Answers on a postcard please :o)

Sell some of these..Any more advice.. Just ask. ;-)

[evox] 07/9/2010 19:39

I like this expansion in Asia : bodes well for future growth.
Not a very exciting board here though!

[evox] 01/9/2010 20:32

My kind of share - up 55% over a year with an idiot-free board and a big return to come for holders this year via a tender offer

[evox] 31/8/2010 21:49

Misys continue to outperform: Misys was among the best performers this week again. The stock is now up 9% on a month view outperforming the sector and the Eurostoxx 600 by 14% and 17% respectively. This is on the back of the successful completion of the Allscripts placement transaction paving the way for the company to return ~90% of their $1.2b takings to their shareholders via a tender in Oct/Nov this year.

[evox] 04/8/2010 20:22

TENDER OFFER The Company has announced its intention, subject to shareholder approval, to return cash to shareholders by way of a Tender Offer. The Board currently expects that the earliest that the Proposed Tender Offer would be launched is November 2010. Terms: The Strike Price will be within the range of 200 pence to 350 pence per Ordinary Share. Relative Details and Dates: 13 August 2010 - General Meeting 29 September 2010 - Annual General Meeting Further information may follow in due course.

[nellie1973] 12/7/2010 04:37

Tipped in papers

[grahamg8] 11/6/2010 14:28

My reading is that £700m will be returned by tender in November if all goes as planned. It's all in the RNS so I don't quite see how the end result is unclear. This means roughly 50% of shares will be brought into Treasury, and probably cancelled. The rump of the business then continnues as now but the eps will be enhanced. The unknown is if MSY will use part of the income for 2011 onward to pay a dividend.

[mjcrockett] 09/6/2010 14:59

I think net debt will be a lot lower than £233m. At the interims in January the company said: 'Cash conversion sharply improved and net debt reduced to £120m from £129m at the start of the period. Targeting Group net debt between £20m - £30m by 31 May 2010'. Hence the capital return could be close to £1.50, although there may be a tax liability. Of course the remaining business will make a lot less profit than before.

[boadicea] 09/6/2010 08:32

Wake up everybody! Something's happening.

Based on 548M shares in issue (assuming advfn figure is correct) and a return to the company of ~£900M, that is over £1.60 per share.
It is not clear to me on a quick reading how much of that will be availabe for shareholders as the company will have costs and will also pay-down debt.

Assuming they eliminate net debt (advfn shows £233M) it seems to me it could still leave over £1 for a capital return to shareholders.