Opd Share Discussion Threads

[jeffian] 06/6/2009 18:09

Ooops! I was sidetracked by the rugby. Post when you've got it and I'll take it down

[davidosh] 06/6/2009 16:17

I am back...

I was at Billingsgate market earlier buying lots of fresh fish and crabs. It is my youngest daughters 10th birthday so putting on a bit of a feast.

[jeffian] 06/6/2009 15:53

I'll do it when you're around - don't want to leave it up for long.

(and it won't be at 5am!)

[davidosh] 06/6/2009 04:09

Ian....If you put your email address briefly here I will contact you with important information.

[jeffian] 05/6/2009 10:24

Thanks, davidosh. I spoke to Vicky Wand who turned out to be a Compliance Officer and she said she would pass on my call but did not mention a name. That's helpful, thanks.

Edit: Actually, they DID call back! Won't repeat here what was said but well done them for engaging with 'the little man'!

[davidosh] 05/6/2009 10:18

Ian.....just ring Schroders and ask for Andy Brough. He will be pleased to know your views.

[jeffian] 05/6/2009 09:45

It's all gone a bit quiet recently. I've done what I can - written to senior non-exec (no response to date) and sent off my proxy votes for the AGM - but has anyone heard what the larger shareholders intend to do? I put in a call to Schroders but can't say I expect the phone to ring any time soon. It seems beyond belief that the major 'outside' shareholders will quietly walk off with 57p and a socking loss, doesn't it?

Regards, Ian

[davidosh] 04/6/2009 14:37

You could always buy a few more of course but there is a convincing argument that says....If the Instos say 'No' then the Board have a real problem and could even be asked to leave or pay the fair price. Where is the fair price and do shareholders really want to sell out of a great cyclical business at the very bottom....not me.

The Agm will be a cracker and worth my shareholding just to attend.

You should add some respected comment on the TMF threads.

[thecornishman2] 04/6/2009 14:26

'Tis indeed I ;-) For some reason I have to have a '2' on ADVFN :-)

Thanks for your reply. Only point I was trying to make is that if they have irrevocable acceptances for 40% at this level then surely there has to be a good chance that they will just sit it out and see what further acceptances come in? I'd have guessed there must be at least 10% floating around out of the hands of the large institutions? Could be wrong on that of course - wouldn't be the first time & certainly won't be the last.

I'd like a higher offer (obviously ;-) and I think one is justified, but I have a nasty feeling it's game over here.

Clearly I hope I'm wrong and I wish those actively campaigning for a higher offer all the very best of luck. I guess I'll hang on a bit longer and see how you fare. I just wish my holding was sizeable enough for it to have some effect on the outcome ;-)

Sincerest regards,

TC

[davidosh] 04/6/2009 14:15

TC2,

Is that you Dave ?

The acceptance level so far is immaterial if the Instos do not accept the offer. Along with the private investors who think this is robbery there are more than enough to block it.

I suggest holding tight and attending the Agm.

[thecornishman2] 04/6/2009 14:04

If I recall correctly, I seem to remember the RNS about the t/o stating that the company set-up for the acquisition had binding acceptances for around 40% of the shares of OPD.

On that basis - and regardless of concerns re: the fairness or otherwise of the offer - what realistic chance do folks think there is of a higher offer being squeezed out of anyone?

I'm just wondering whether to sell in the market now and get the capital to work elsewhere rather than wait to accept the offer and have the capital tied in OPD up for that period of time.

Obviously though if a higher bid were seen as being likely, that would alter the decision-making calculus somewhat.

Many thanks for any opinions offered.

Regards

TC

[davidosh] 03/6/2009 22:22

This shows the extent of the disgust and astonishment at what has happened here at OPD. The fact that this guy is troubled and concerned for the wider investment community and suggests that it puts him off investing is rather damning of those responsible.

He is not a shareholder but his comments are all the more relevant as he is clearly questioning how we as owners are letting this happen ?

I do hope that the Fund Managers who can do something actually take time to read his thoughts..




It is the 'top post of the day' and 'most read and recommended' so there are hundreds that actually agree with him.

[jeffian] 01/6/2009 22:50

davidosh,

Not the offer documents, but a Circular from the Independent Directors outlining the terms and why they are 'recommending' it, though the recommendation is pretty lukewarm - "The Independent Directors do not believe it is necessarily an accurate reflection of the long term value of the business that may be achieved if the business successfully overcomes the near term obstacles......Additionally, the Independent Directors recognise that other shareholders may be able to take a longer term view with the associated risksand will not wish to accept the Offer". I have already written to the senior Independent Director Doug Sutherland to make the very points you mention, though as he was the one who acquiesced to the Remuneration Report after Mike Kirkham resigned (in disgust?), he may not be sufficiently strong to stand up to the shareholding Directors.

Regards, Ian

[davidosh] 01/6/2009 16:56

Not right is an understatement!

This is a cyclical business so why should long term holders like Schroders, AXA and Gartmore cave in right at the bottom. The Odgers business cost over £40m ...Why are they planning on selling it back to the directors for a fraction of that price ?

Why are there no directors here who want to roll up their sleeves for all shareholders and get the business running efficiently ready for the upturn ?

I will certainly be at the Agm.

Have the offer documents been posted out already ?

[jeffian] 01/6/2009 15:49

All the paperwork, including the delayed Annual Report & Accounts, has now turned up. Is anyone else here considering attending the AGM?

Nothing about this offer seems to stack up. If you take out the 'exceptional' (i.e. one-off) items from the P&L account - the largest of which was a non-cash adjustment to write down the goodwill value of companies for which they had overpaid previously - they actually made a pre-tax profit of around £9m last year and have around £11m cash in the bank. The Balance Sheet, showing Equity Shareholders Funds of around £43m equivalent to nearly 160p/share, was signed off by Peter Hearn on 29 April, over a month after he first advised the Independent Directors he was considering making an offer........at 57p!

To answer your question, davidosh, Graphite Capital are a private equity group. They buy into undervalued or private companies, assist in turning them round and then exit with a profit via trade sale or flotation and that is exactly what they and the Management will want to do here - take it private so it slips off the radar for a while and then bring it back to the market in a year or two at a significantly higher price. Why Graphite have been chosen to share in this at the expense of other shareholders, goodness only knows. One imagines Schroders must have something to say about it! The company is far from a basket case - even on talk of a 30% collapse in fee income they would still generate over £100m/year - and if they need fresh working capital to tide them over, I'm sure plenty of existing shareholders would rather support a Rights Issue than have their shares taken off them at 57p.

Whichever way you look at it, something's not right.

Regards, Ian

[davidosh] 27/5/2009 12:36

You are spot on Ian. Anyone with funds tied up at Schroders, AXA, Gartmore etc should be urging the fund managers to take the appropriate action against management acting in this way.

Clearly they needed support from somewhere....Who are Graphite ?


Why not add your comments above to this thread ?

[jeffian] 27/5/2009 11:48

There will be no rival offer, Charlatan. Hearn, his co-directors and the strangely-favoured Graphite have committed their near-40% holding to accept so a counter-bidder hasn't got a hope of achieving the levels required to effectively control the business (75%+). It's an iniquitous deal which even the Independent Directors can't bring themselves to recommend ("The Independent Directors do not believe it is necessarily an accurate reflection of the long term value of the business that may be achieved if the business successfully overcomes the near term obstacles..."). This management have distinguished themselves by using their substantial cash-pile to over-pay for businesses at the top of the cycle; wasted energy and expense on the abortive Imprint bid; rewarded themselves handsomely with full bonuses whilst waiving the dividend and watch 90% of the share price disappear and now 'recommend' that we accept their derisory offer to take it private!

The position of Graphite is interesting. Several posters above have promoted the idea that the company should knuckle down and work through this for the benefit of all shareholders. Clearly Graphite agree that there is something of greater value down the road and want to stay aboard. Why just Graphite? I would be interested to know what Shroders attitude to all this is and whether they were approached. I certainly wasn't! Why is one group of shareholders being treated differently to any other?

In the meantime, a call to enquire why the AR and AGM voting papers hadn't been despatched to shareholders elicited the response that 'there had been a hold-up at the printers'. Yeah, right! I imagine they're hoping the deal will be done and dusted before they have to face shareholders' enquiries about paid bonuses, waived dividends and disappearing Remuneration Committee Chairmen!

Regards, Ian

[charlatan1] 27/5/2009 08:07

Rival bidders may take a pop as 57p does not reflect true potential, massively undervalued imho, mkt sentiment will improve soon enough as the economy is close to reaching its nadir.

[graniteboyo] 20/5/2009 10:29

Precisely, the only way is up and management must know we are very close to the low point in the cycle. Even with dilution upside would be 3-5 bagger in 12-24months. A predator would do very well paying at least 100p, P Hearn thought 100p was a good price to buy in Oct so clearly OPD is worth considerably more.

Personally was hoping to sell out for 250-350p once we have a recovery but would take 100-120p for cash right now to invest elsewhere.

[davidosh] 20/5/2009 10:01

It is because we are at the bottom of the cycle that we should want the business to remain in our hands with management who are capable of driving a return for ALL shareholders !!

[graniteboyo] 20/5/2009 09:54

Well imho rule 9 is a non- starter as P.Hearn does not have 30% at time of offer.

There must be rival who would quite happily trump 57p afterall this is the bottom of the recruitment cycle.

[davidosh] 19/5/2009 21:15

agreed playboy... you said it not me, however at best having paid themselves huge bonuses it is astonishing that they can consider raising funds so soon after just to stabilise the business.

[playboyofthewesternworld] 19/5/2009 21:10

You've been there before, David - there are some slimy cheats about

[davidosh] 19/5/2009 21:06

Personally I think the institutions should be strong and tell the directors who the owners really are. They should tell the directors to roll their sleeves up and start working hard for their employers who have put in huge amounts of money that they have destroyed in value thus far.

If they really want to try to buy the company from us then they should do it at £3 or better in say two years time so that we all get a return on our investment. Anything less and they are stealing it at the very bottom of the cycle.