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ROC Rockpool Acquisitions Plc

2.25
0.00 (0.00%)
25 Jun 2024 - Closed
Delayed by 15 minutes
Share Name Share Symbol Market Stock Type
Rockpool Acquisitions Plc ROC London Ordinary Share
  Price Change Price Change % Share Price Last Trade
0.00 0.00% 2.25 08:00:00
Open Price Low Price High Price Close Price Previous Close
2.25 2.25 2.25 2.25 2.25
more quote information »
Industry Sector
GENERAL FINANCIAL

Rockpool Acquisitions ROC Dividends History

No dividends issued between 25 Jun 2014 and 25 Jun 2024

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Posted at 29/12/2023 09:12 by hedgehog 100
29/12/2023 09:00 UK Regulatory (RNS & others) Rockpool Acquisitions PLC Interim Report for period to 30th September 2023 LSE:ROC Rockpool Acquisitions Plc

"Interim Report for the period ended 30 September 2023

Rockpool Acquisitions Plc (AIM: ROC), the S pecial Purpose Acquisition Company ("SPAC") formed to undertake the acquisition of a company or business headquartered or materially based in Northern Ireland, announces its unaudited Interim Results for the six months ended 30 September 2023.

Overview

-- The Company's shares remained suspended following the announcement on 15 November 2022 of the signing by the Company of heads of terms to acquire the Amcomri Group Limited ("the Amcomri Group" or "Amcomri"), which is the holding company of a fast-growing, acquisitive group of companies in the engineering and manufacturing sectors.

-- The Board had been hopeful that readmission would take place during the period under review, but the target group has made a number of acquisitions and they, combined with the time taken to undertake audits of the target group, caused delays to the production of the readmission prospectus and made that target unattainable. Readmission is now likely to be in the second half of 2024, but that is subject to reaching agreement on revised terms with the sellers of the Amcomri Group Limited.

-- Reported loss of GBP( 347,999 ) for the six-month period arising from the costs of the Amcomri acquisition and preparing for the resulting readmission, and from administrative expenses and loan interest payable.

Chairman's Statement

Throughout the period under review, the Company's shares remained suspended following the announcement on 15 November 2022 of the signing by the Company of heads of terms to acquire the Amcomri Group Limited, which is the holding company of a fast-growing, acquisitive group of companies in the engineering and manufacturing sectors. The board had been initially hopefully that the acquisition and the readmission of the Company's shares would be achievable during the period under review, if not by the end of March 2023. Unfortunately, more time than anticipated was taken to undertake audits of the historical financial information of the target group and further additions to that group meant that the timetable was unattainable. After the end of the period under review Amcomri requested that the timetable be extended to the second half of 2024.

The delays and the requested timetable extension mean that, without raising additional capital or receiving some form of support from the target company or its sellers, the Company is now likely to have difficulty in meeting the remaining costs anticipated to be incurred by it in relation to the acquisition of the target and readmission. Discussions are now under way about such support as well as revised terms for the acquisition. Those discussions also encompass the revised timetable, but it is unlikely that the acquisition will occur before the second half of 2024. Any such delay will, no doubt, be a source of frustration for some of our shareholders, as the Company's shares will remain suspended until that time, but the Board believes that the size and profitability of the target group will mean that the outcome for investors will be a positive one if the transaction can be completed.

In the half year to 30 September 2023 the Company made a loss of GBP347,999 (loss in the six months ended 30 September 2022: GBP77,746). The increase in the loss is mainly attributable to the professional costs of undertaking financial and legal due diligence on the target group, preparing and negotiating agreements for the Amcomri acquisition, and preparing a prospectus and other documentation for the resulting readmission. The remainder of the losses are a result of maintaining the company's listing on the Main Market of the London Stock Exchange, audit and legal expenses not related to the Amcomri acquisition, administrative expenses and loan interest payable.

Outlook

As noted above, progress towards completing the acquisition of the Amcomri group and readmission has been slower than had been anticipated and this has resulted in a greater than expected drain on the Company's cash reserves. As noted above, it is unlikely that the Company will be able to complete these goals without either raising additional funds or receiving financial support from the sellers of the Amcomri Group. Alternatively, or additionally, the negotiation of new terms with some or all of the Company's professional advisers may be required, which may involve them postponing payment of fees and/or taking shares in the Company in lieu of cash payments for fees in the event that the transactions did not complete in certain circumstances .

The Board would like to thank shareholders, advisers and others for their continued support and patience during the period under review .

Richard Beresford

Non-executive Chairman, 28 December 2023 ..."
Posted at 04/12/2023 09:06 by hedgehog 100
01/12/2023 15:17 UK Regulatory (RNS & others) Rockpool Acquisitions PLC Expiry of Listing Rules Transitional Arrangements LSE:ROC Rockpool Acquisitions Plc

"The minimum market capitalisation of a company seeking admission to the Official List pursuant to Listing Rule 2.2.7R was increased from GBP700,000 to GBP30 million with effect from 2 December 2021, subject to certain transitional provisions that disapplied that increase to certain companies in certain circumstances. Those companies include shell companies that had a listing immediately before 3 December 2021 and that make a complete submission for eligibility review for listing and a prospectus review by 4pm on 1 December 2023 (the "SPAC Provisions"). The Company would meet the criteria for the application of the SPAC Provisions and so could be admitted to listing with a market capitalisation of GBP700,000 or more following a Reverse Take Over ("RTO") if it made the appropriate submissions to the FCA by 4pm today in respect of that particular RTO.

As announced on 15 November 2022, the Company is proposing to acquire the entire issued share capital of Amcomri Group Limited ("Amcomri") (the "Acquisition"). The Acquisition, if completed, will constitute an RTO under the Listing Rules. Therefore, at the Company's request a suspension of its listing pending either the issue of an announcement giving further details of the RTO, the publication of a Prospectus, or an announcement that the RTO is no longer in contemplation was granted on 15 November 2022.

Since that time, the Company and Amcomri have been working together to prepare a prospectus, but it does not yet meet the "substantially complete" requirement for making the first submission to the FCA. As the Company will therefore not be making an application for prospectus review and eligibility review before the expiry of the SPAC Provisions, the minimum GBP30 million market capitalisation requirement will apply to any application for readmission whether following the Acquisition or any other RTO.

Amcomri has made a number of further acquisitions since 15 November 2022 and the Board now expects that the market capitalisation of the Company on readmission following a successful completion of the Acquisition will exceed the minimum requirement of GBP30 million. The Company now expects the Acquisition to complete and an application for readmission to be made in the second half of 2024.

The Company will make further announcements concerning the Acquisition and preparation of the prospectus at the appropriate time.

For further information please contact:

Rockpool Acquisitions Plc
Mike Irvine, Non-Executive Director mike@cordovancapital.com
www.rockpoolacquisitions.plc.uk
Abchurch (Financial PR)
Julian Bosdet Tel: +44 (0)20 4594 4070
julian.bosdet@abchurch-group.com

- Ends -

Notes:

Rockpool Acquisitions Plc, is a special purpose acquisition company formed to undertake the acquisition of a company or business headquartered or materially based in Northern Ireland or alternative transactions with suitable targets, including those that may not have a direct connection with Northern Ireland . On 15 November 2022, it entered into heads of terms relating to the proposed acquisition of the entire issued and to be issued share capital of Amcomri Group Limited, the holding company of a fast-growing, acquisitive group of quality UK Engineering and Manufacturing businesses.

The target group consists of SMEs acquired over the past five years in those industrial sectors and has a wealth of experience in optimising business performance. The Group primarily provides a range of specialist engineering and equipment services to the power, rail, petrochemical, process and production electronics industries in the UK and Ireland. Within these sectors it offers a range of services and equipment to allow asset owners to extend the operating life of key high value critical assets or associated infrastructure. More recently it has established a second focus area in specialist printing in which it owns a further two operating companies.

- Ends -"
Posted at 20/10/2023 16:51 by hedgehog 100
20/10/2023 08:43 UK Regulatory (RNS & others) Rockpool Acquisitions PLC Notice of AGM 17th November 2023 LSE:ROC Rockpool Acquisitions Plc

"Notice of Annual General Meeting

The 2023 annual general meeting ("Meeting") of Rockpool Acquisitions Plc will be held at The Merchant Room, Eagle Star House, 5-7 Upper Queen Street, Belfast, BT1 6FB on Friday 17 November 2023 at 10:00am.

The following documents have been made available to shareholders today:

a) Notice of Meeting;
b) Shareholder Proxy Form; and
c) A copy of the Company's annual report and accounts for the period ended 31 March 2023 ("2023 Annual Report & Accounts"), which were published on 31(st) July 2023.

The Notice of Meeting and 2023 Annual Report & Accounts are also available on the Company's website: www.rockpoolacquisitions.plc.uk/information-for-investors

In accordance with Listing Rule 9.6.1, copies of the above documents have been uploaded to the National Storage Mechanism (NSM) and will be available for viewing shortly at: hxxps://data.fca.org.uk/#/nsm/nationalstoragemechanism

Ends -

For further information please contact:

Rockpool Acquisitions Plc
Mike Irvine, Non-Executive Director mike@cordovancapital.com
www.rockpoolacquisitions.plc.uk

Abchurch (Financial PR)
Julian Bosdet Tel: +44 (0)20 4594 4070
julian.bosdet@abchurch-group.com"
Posted at 01/8/2023 18:01 by hedgehog 100
Paul McGowan was born in Belfast, and qualified as a Chartered Accountant in Northern Ireland, so ROC looks to be an ideal shell for him to reverse his Amcomri Group into:-

"About Paul

Paul McGowan Executive Chairman and founding partner of UK-based Hilco Capital – a Hilco Global Company – and prominent financial investor and advisor. He leads much of the company’s work with stakeholders across a broad range of sectors to deliver optimal outcomes in transactions across the UK, Western Europe, Canada and Australia.

Having qualified as a Chartered Accountant in Northern Ireland, Paul took up the post of Finance and Operations Director at Jacqmar plc in London before moving on to Leslie Fay (UK). He managed all aspects of finance, administration, supply chain, and retail operations in fashion businesses before becoming Chief Executive at Leslie Fay. He established Hilco UK in 2000 in a joint venture with Hilco Trading, the predecessor of Hilco Global."
Posted at 01/8/2023 16:50 by hedgehog 100
31/07/2023 17:51 UK Regulatory (RNS & others) Rockpool Acquisitions PLC Final Results to 31 March 2023 LSE:ROC Rockpool Acquisitions Plc

"Report and Financial Statements for the year ended 31 March 2023

Rockpool Acquisitions Plc announces its Report and Financial Statements for the year ended 31(st) March 2023.

The Chairman's Statement and full Report and Financial Statements are attached.

"




"ROCKPOOL ACQUISITIONS PLC CHAIRMAN’S STATEMENT

I hereby present the annual report and audited financial statements for the year ended 31 March 2023. During the year the Company reported a loss of £297,089 (2022 – profit £34,215). As 31 March 2023 the Company had £672,558 of cash and cash equivalents.

The most significant developments during the year were the announcement on 1st April 2022 of the termination of the option agreement to acquire Greenview Gas Limited and the subsequent identification by the board of alternative potential takeover targets followed by the eventual signing of a heads of terms on 15th November 2022 for the acquisition of the Amcomri Group Limited. The Amcomri group consists of a number of profitable companies involved in providing specialist engineering, equipment and printing and packaging services in the UK and Ireland and has been assembled under the aegis of and partly with funding from, Paul McGowan. Paul is perhaps best known for his role as the Chief Executive and then Executive Chairman of Hilco Capital Limited, a retail restructuring business which he established in May 2000 as a UK-based joint venture with Hilco Trading Inc, a Chicago-based investment business.

Whilst at Hilco, Paul has been involved in the purchase and restructuring of troubled businesses in the UK, Europe, Canada and Australia including some high-profile ones such as Homebase, the DIY and home retailer, Habitat, the furniture retailer, and HMV, the music and movie retailer. More recently, Hilco has been providing working capital facilities and other forms of finance to a number of businesses in the UK, Europe and Australia.

As is usual in the circumstances where a special purpose acquisition company such as Rockpool announces a prospective reverse takeover (“RTO”), the Company’s shares were suspended from the Official List and from trading on the Main Market of the London Stock Exchange on the making of the November 15th announcement. Following the announcement and suspension, work commenced with a view to closing the Amcomri acquisition and preparing a prospectus for the readmission of the Company’s shares to the Official List and to the Main Market which would be required following completion of the acquisition (completion of an RTO automatically leads to de listing). The initial work has included the extensive task of performing audits of the target group’s financial information and making that financial information compliant with UK-adopted IAS for the purposes of inclusion in the prospectus. Work continues in earnest and it is hoped to be able to publish the prospectus and complete the acquisition in the fourth quarter of the year, if not before.

I would like to thank all those who have assisted the Company during the past number of years including advisers and creditors for whose support we remain grateful. I would also like to thank the shareholders for their patience during the very long period in which trading in the Company’s shares was initially suspended and ask for their continued patience during this latest period of suspension. The board believe that that patience will be amply rewarded in the not-too-distant future.

I look forward to a positive year ahead which will hopefully see the completion of the Amcomri acquisition, a return to trading of the Company’s shares and, with that, the completion of the first key period of the Company’s existence.

R A D Beresford
Non-Executive Chairman

31 July 2023"
Posted at 28/5/2023 15:25 by hedgehog 100
"LATEST NEWS"

"15th November, 2022

Amcomri Group has confirmed its intention to seek a public listing of its key specialist engineering and print services companies through a Reverse TakeOver (“RTO”) of Rockpool Acquisitions plc, a company listed on the London Stock Exchange.

The RTO is expected to initially value Amcomri at around £22m subject to the addition of a number of new acquisitions which are currently being worked on by the Group.

The acquisition of SpiralWeld Limited, a company providing specialist services to the marine, power and nuclear sectors was completed during April 2023 and two more transactions are expected to complete before the planned completion of the RTO in July 2023."






The above article, dated 15.11.22, appears to have been updated since then with some positive news re the RTO into ROC.

And with apparently over a thousand employees, Amcomri looks to be quite a sizeable group, and with an attractive business model:-


"BUSINESS PROCESS IMPROVEMENT

Through the application of our manufacturing and engineering knowledge, commercial expertise and investment capital, we aim to progressively develop the performance of each of our businesses.

Building profitability through process optimisation and investment.

Amcomri Group has grown through acquiring or investing in businesses in the specialist engineering services and classic automotive sectors and also in the consumer manufacturing area. The focus of the engineering division is in providing key specialist services into the infrastructure sectors which struggle to acquire the massive investment capital needed to replace operating assets. The repair and re-certification of those key assets is becoming more and more important as capital becomes less available and infrastructure companies seek to extend the useful life of their assets beyond original design periods.

A core feature of our approach post-acquisition is helping our businesses further improve their profitability and performance using systematic business process improvement techniques whilst encouraging our team leaders to interact with each other to create mutually profitable opportunities.

We have acquired or invested in businesses in financial distress as a result of difficult trading circumstances, or alternatively, ‘good businesses’ where a retirement objective exists but with some management transition risk. The Amcomri team brings extensive financial management, process optimisation and ‘common sense’ commercial skills to these situations, helping to provide a smooth and low risk transition to new ownership. Our team then work closely with the business to help further optimise performance and improve operating processes going forward."
Posted at 28/12/2022 15:47 by hedgehog 100
22/12/2022 17:08 UKREG Rockpool Acquisitions PLC Interim Results to 30th September 2022

"Interim Report for the period ended 30 September 2022

Rockpool Acquisitions Plc (AIM: ROC), the S pecial Purpose Acquisition Company ("SPAC") formed to undertake the acquisition of a company or business headquartered or materially based in Northern Ireland, announces its unaudited Interim Results for the six months ended 30 September 2022.

Overview

-- The Board has recently announced the signing of a heads of terms to acquire the Amcomri Group Limited, which is the holding company of a fast-growing, acquisitive group of companies in the engineering and manufacturing sectors.

-- As a result of the announcement and as required by the Listing Rules, trading of the Company's shares was suspended pending completion of the acquisition and readmission of the shares to the Official List and the market.

-- The Board is hopeful that readmission will take place in the second quarter of 2023.

-- Reported loss of GBP(77,746) for the six-month period arising from accrued loan interest income, administrative expenses and accrued loan interest payable.

Chairman's Statement

Following termination of the of the proposed transaction with Greenview Gas, the Board, as announced on 21 January 2022 , decided to broaden the type of acquisition it will consider, to include businesses without any direct connection with Northern Ireland.

The Board considered a small number of acquisition candidates, before eventually entering into Heads of Terms with the owners of the Amcomri Group Limited, the holding company of a fast-growing, acquisitive group of quality UK Engineering and Manufacturing businesses. The Amcomri Group consists of nine SMEs acquired over the past five years in those industrial sectors, and has a wealth of experience in optimising business performance. The Amcomri Group primarily provides a range of specialist engineering and equipment services to the power, rail, petrochemical, process and production electronics industries in the UK and Ireland. Within these sectors it offers a range of services and equipment to allow asset owners to extend the operating life of key high value critical assets or associated infrastructure. More recently it has established a second focus area in specialist printing in which it owns a further two operating companies, its most recent acquisition in this sector being Bex Design & Print Limited, a 35-year-old specialist screen and digital print business supplying into the electronics and other industries.

The Heads provide that the transaction will be subject to a number of matters including the negotiation of a formal sale and purchase agreement. The consideration for the acquisition if it is concluded will be GBP22,340,625 (based on the forecast pro-forma aggregate EBITDA for FY2022 of GBP5.401m, an agreed EV to EBITDA multiple of 6.84 and net debt of GBP14.6m) to be satisfied by the issue at completion fully paid to the Sellers of 284,284,523 new ordinary shares of Rockpool (Ordinary Shares), or (in order to maintain sufficient Ordinary Shares in public hands) by the issue at completion of a combination of Ordinary Shares and, either, nil-coupon convertible loan notes, or non-voting convertible shares, which on conversion into Ordinary Shares would together equal 284,284,523 Ordinary Shares.

As a result of the announcement, and as required by the Listing Rules, trading of the Company's shares was suspended pending completion of the acquisition and readmission of the shares to the Official List and the market. The Board is mindful that the Company's shareholders have already endured an exceptionally long period during which trading in their shares was suspended (in relation to the potential Greenview Gas acquisition) and is seeking to minimise the period of suspension this time around. Unfortunately that will be partly dependent on matters outside its control, such as the time taken to complete audits of the target companies' accounts and the number of iterations that the prospectus (required for readmission to the market) undergoes with the FCA. Nevertheless, the Board is hopeful that readmission can be achieved by no later than 30 June 2023.

In the half year to 30 September 2022 the Company made a loss of GBP77,746 (loss in the six months ended 30 September 2021: GBP 13,004 ). The loss is attributable to the administrative and professional expenses of the Company, together with the costs associated with maintaining its Standard Listing on the London Stock Exchange.

Outlook

As I noted in my letter accompanying the financial statements for the year ended 31 March 2022, the termination of the relationship with Greenview Gas enabled the Company to receive a payment of GBP 1.2m from that company by way repayment of the Company's loan to it and interest thereon, together with a small premium. The receipt of that sum enabled the Company to settle all its own financial obligations and leave it with funds that are anticipated to be sufficient to cover the transaction costs of making of the acquisition of the Amcomri Group and leave it with some funds for working capital.

The Board would like to thank shareholders, advisers and others for their continued support and patience during 2022 and look forward to a positive and, in all sorts of ways, better year ahead when the Company will, finally, be able to come back to the market having made a substantial and exciting acquisition .

Richard Beresford

Non-executive Chairman, 22 December 2022 ..."
Posted at 16/11/2022 14:32 by hedgehog 100
15/11/2022 15:56 UKREG Rockpool Acquisitions PLC Potential Reverse Takeover & Suspension of Listing

"Rockpool Acquisitions Plc, the Special Purpose Acquisition Company ("SPAC") formed to undertake the acquisition of a company or business headquartered or materially based in Northern Ireland or alternative transactions with suitable targets, including those that may not have a direct connection with Northern Ireland , has entered into heads of terms ("Heads") relating to the proposed acquisition (the "Acquisition") of the entire issued and to be issued share capital of Amcomri Group Limited ("Amcomri"), the holding company of a fast-growing, acquisitive group of quality UK Engineering and Manufacturing businesses.

The group consists of nine SMEs acquired over the past five years in those industrial sectors, and has a wealth of experience in optimising business performance.

The Group primarily provides a range of specialist engineering and equipment services to the power, rail, petrochemical, process and production electronics industries in the UK and Ireland. Within these sectors it offers a range of services and equipment to allow asset owners to extend the operating life of key high value critical assets or associated infrastructure.

More recently it has established a second focus area in specialist printing in which it owns a further two operating companies, its most recent acquisition in this sector being Bex Design & Print Limited, a 35-year-old specialist screen and digital print business supplying into the electronics and other industries.

The Heads provide that the transaction will be subject to a number of matters including the negotiation of a formal sale and purchase agreement. The consideration for the Acquisition if it is concluded ("the Price" ) will be GBP22,340,625 (based on the forecast pro-forma aggregate EBITDA for FY2022 of GBP5.401m, an agreed EV to EBITDA multiple of 6.84 and net debt of GBP14.6m) to be satisfied by the issue at completion fully paid to the Sellers of 284,284,523 new ordinary shares of Rockpool (Ordinary Shares), or (in order to maintain sufficient Ordinary Shares in public hands) by the issue at completion of a combination of Ordinary Shares and, either, nil-coupon convertible loan notes, or non-voting convertible shares, which on conversion into Ordinary Shares would together equal 284,284,523 Ordinary Shares. If all the consideration were to be paid in Ordinary Shares issued at completion then immediately following such issue the issued share capital of Rockpool would be held as follows:

Name of Shareholder Shares %

Amcomri Holdings Limited 229,374,978 77.23%
Stephill Investments Limited 35,180,207 11.84%
Other Target Shareholders 19,729,336 6.73%
Rockpool Shareholders 12,725,003 4.28%

The terms of the Acquisition value the existing issued share capital of Rockpool at GBP1m, or approximately GBP0.0786 per Ordinary Share.

In accordance with the intention set out in the Company's prospectus published at the time it came to the market in July 2017, the founders of the Company, Neil Adair, Mike Irvine and Richard Beresford, will be granted 5 year options to acquire 10% of the post-admission fully diluted (including by the exercise of those options) Ordinary Share capital at a price of GBP0.15 per Ordinary Share, representing a 90% premium to the price at which the Amcomri acquisition values the Ordinary Shares.

As mentioned above, as well as being subject to contract, the Acquisition is subject to certain conditions, including obtaining of a whitewash under Rule 9 of the Takeover Code, t here being no adverse change or deterioration in the business, assets, financial or trading position or prospects of Amcomri or its subsidiaries between the date of the Heads and completion which is in the reasonable opinion of the Rockpool Board, material and on due diligence. Under the Heads, Rockpool has agreed to indemnity Amcomri for up to GBP50,000 in relation to the costs of pursuing and negotiating the transaction should the transaction not complete in certain circumstances. Amcomri has also agreed to indemnify Rockpool in relation to its costs should the transaction not proceed to completion for certain reasons.

The Acquisition, if completed, will constitute a Reverse Take Over ("RTO") under the Listing Rules. Therefore, the Company has requested a suspension of its listing pending either the issue of an announcement giving further details of the RTO, the publication of a Prospectus, or an announcement that the RTO is no longer in contemplation. The suspension will take effect immediately.

Mike Irvine, co-founder and Non-Executive Director of Rockpool, said: "I am delighted that we are able to announce the potential acquisition of Amcomri which is intended to see Rockpool transform from a SPAC into a profitable trading enterprise. Amcomri's track record of successfully acquiring businesses and its wealth of experience in optimising business performance when combined with the opportunities for further acquisitions that a listing should provide, make the Acquisition a transaction that should create value for both the Rockpool and Amcomri shareholders.""
Posted at 27/7/2022 19:50 by hedgehog 100
"Rockpool is seeking a company or business:

Run by an exceptional senior management team with a proven track record in their industry or sector

With the desire and ability to grow significantly in its existing markets and/or in new markets

Which could perhaps act as a platform for acquisition and/or consolidation in its sector

Which could benefit greatly from better access to capital in the short and long-term

Whose reach, reputation and credibility with customers and suppliers alike may be enhanced by a public listing"




ROC seems to have a quite exacting set of RTO criteria.

But this should mean that any company they choose to RTO is absolutely top notch.

And you would certainly expect a quality RTO to be priced a significant premium to ROC's cash; whereas ROC's share price is currently at a significant discount to the company's cash.

Ergo, a good successful RTO here should yield great gains to investors at the current level.

And there's no real reason why the company can't achieve that, given the quality of ROC's management, and the breath of contacts that they doubtless have.


And I would expect an update on this quite soon, given that the company said six months ago:-

21/01/2022 07:00 UK Regulatory (RNS & others) Rockpool Acquisitions PLC Termination of proposed acquisition of Greenview LSE:ROC Rockpool Acquisitions Plc

" ... The Board has already identified and is considering potential alternative acquisition targets, and preliminary discussions have been held regarding the terms of a potential deal with the management of one of those. However, the Board recognises the level of frustration that some of the Company's shareholders will likely be feeling at the length of time that the Company has been suspended and wants to ensure, not just that it can complete an alternative transaction quickly, but that the transaction the Company pursues offers the best possible returns to its shareholders. ..."
Posted at 18/7/2022 13:52 by hedgehog 100
ROC has about £950K. cash, with extremely low cashburn.

Current market cap. at 4p: £509K.

The company's full year results are due by the end of July, and should update on its RTO progress.


01/04/2022 14:11 Alliance News IN BRIEF: Rockpool Acquisitions receives GBP1.2 million from void deal LSE:ROC Rockpool Acquisitions Plc
01/04/2022 13:38 UK Regulatory (RNS & others) Rockpool Acquisitions PLC Termination of Greenview Acquisition LSE:ROC Rockpool Acquisitions Plc

"Termination of Greenview Gas Limited Option Agreement

Further to the announcement dated 11 January 2022, in which the Company announced that it had decided not to proceed with the acquisition of Greenview Gas Limited ("Greenview"), an alternative party has been found who is willing to step into Rockpool's shoes to acquire Greenview and/or refinance the debt which the Company is owed by Greenview. The Board is pleased to announce that it has now terminated the option agreement pursuant to which its acquisition of Greenview would have been made (the "Termination").

The Company has received the sum of GBP1,200,000 from Greenview as a result of the arrangements in connection with the Termination. This sum settles all of Greenview's liabilities to the Company, and represents a small premium on the amount of the loan provided by the Company to Greenview and the accrued interest thereon. This sum will enable the Company to settle all its current obligations, and is anticipated to be enough to cover the transaction costs of making, in due course, an alternative acquisition (on the assumption that the consideration for such an alternative acquisition would consist wholly of new shares in the Company) and of the Company's subsequent readmission to the market, and leave it with funds for working capital.

As the proposed reverse takeover of Greenview by the Company will no longer proceed, it is the Board's intention to apply to the FCA for the current suspension of the Company's shares to be lifted as soon as possible. If that application is successful, then trading in the ordinary shares would recommence and continue until the Company announces that it is pursuing a particular alternative reverse takeover transaction."




26/01/2022 07:00 UK Regulatory (RNS & others) Rockpool Acquisitions PLC Half-year Report to 30th September 2021 LSE:ROC Rockpool Acquisitions Plc

" ... This means that, should the proposed Refinancing Transaction successfully complete on the timeline anticipated, and should Greenview Gas agree to the termination of the acquisition by Rockpool on the terms indicated, the Company would be able, by March of this year, to pursue an alternative acquisition with around GBP950,000 of cash at its disposal (having settled its outstanding obligations).

... In the half year to 30 September 2021 the Company made a loss of GBP13,004 (loss in the six months ended 30 September 2019 : GBP5,887). The loss is attributable mainly to the administrative expenses of the Company, together with interest payable on a loan and the costs associated with maintaining its Standard Listing on the London Stock Exchange, exceeded interest accruing during that period on the loan made to Greenview Gas. ..."

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