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SVR Servicepower

6.00
0.00 (0.00%)
18 Apr 2024 - Closed
Delayed by 15 minutes
Share Name Share Symbol Market Type Share ISIN Share Description
Servicepower LSE:SVR London Ordinary Share GB0003831095 ORD 1P
  Price Change % Change Share Price Shares Traded Last Trade
  0.00 0.00% 6.00 0.00 01:00:00
Bid Price Offer Price High Price Low Price Open Price
Industry Sector Turnover Profit EPS - Basic PE Ratio Market Cap
  -
Last Trade Time Trade Type Trade Size Trade Price Currency
- O 0 6.00 GBX

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Posted at 16/12/2016 07:24 by yoyoy
16 December 2016

ServicePower Technologies Plc

("ServicePower" or "the Company")



Extension of Loan Facility





ServicePower Technologies Plc (AIM: SVR), a market leader in mobile workforce management software, announces that it has entered into a side-agreement with Herald Investment Trust plc ("Herald") to amend the terms of the existing loan between Herald and the Company ("Loan Amendment").

On 8 February 2016, ServicePower entered into an agreement with Herald, pursuant to which Herald agreed to provide ServicePower with an unsecured loan facility of £1,000,000 for working capital purposes. Interest is payable upon the loan at the rate of 8 per cent. per annum (the "Facility Agreement"). The principal of the loan and all accrued interest is due to be repaid on 16 December 2016 (the "Loan").

As a result of the recommended cash offer for the Company by Diversis Capital UK Limited ("Diversis") (a subsidiary of Diversis Capital, LLC) (the "Offeror") as announced on 8 December 2016 (the "Offer"), the Company entered into an agreement on 15 December 2016 with Herald whereby the repayment date for the principal of the Loan and all accrued interest has been extended to be on the earlier of:

(a) the date falling fourteen days after the date on which the Offer becomes or is declared wholly unconditional in accordance with its terms in accordance with the provisions of the United Kingdom's City Code on Takeovers and Mergers ("City Code");

(b) the business day immediately prior to the date on which admission of the Company's shares to trading on AIM is cancelled in accordance with Rule 41 of the AIM Rules for Companies ("AIM Rules"), following the Offer becoming or being declared wholly unconditional in accordance with its terms;

(c) the date falling fourteen days after the date on which any other or competing offer ("Alternative Offer") made by any party other than the Offeror and/or its concert parties (as such term is defined in the City Code) to acquire the entire issued and to be issued share capital of the Company in accordance with the City Code becomes or is declared wholly unconditional in accordance with its terms;

(d) the date on which it becomes reasonably apparent to the Company that the Offer or any Alternative Offer will not become wholly unconditional in accordance with its terms, in which circumstances, the Company shall repay to Herald one half of the total principal amount outstanding under the Facility Agreement, together with all accrued interest thereon within five business days of such date and with the remaining balance of one half of the total principal amount outstanding and all accrued interest thereon to be paid by the Company to Herald on 31 May 2017; and

(e) 31 May 2017.

All other terms of the Loan remain the same.

Related party transaction

Herald is a related party of the Company as it holds more than 10 per cent. of the issued share capital of the Company and is therefore a substantial shareholder for the purposes of the AIM Rules. As a result, the Loan Amendment constitutes a related party transaction for the purposes of the AIM Rules. The Directors of ServicePower, having consulted with finnCap, the Company's nominated adviser, consider that the terms of the Loan Amendment are fair and reasonable in so far as the Company's shareholders are concerned.

City Code

Diversis has confirmed that it does not deem the Loan Amendment to be a 'frustrating action' and will therefore not require shareholder approval pursuant to Rule 21.1 of the City Code.
Posted at 14/12/2016 19:25 by yoyoy
SERVICEPOWER TECHNOLOGIES PLC

14/12/2016 | Press release | Distributed by Public on 14/12/2016 12:34

Home Assistance Business Renews Contract

ServicePower Technologies Plc(AIM: SVR), a market leader in mobile workforce management software, today announces that it has signed a new three year contract with a leading home assistance business. The client, which delivers maintenance and repair services to millions of UK home owners, has renewed its contract for ServiceSchedulingand ServiceOperations, used to schedule and optimise employed mobile engineers, as well as manage and dispatch subcontracted mobile workers.

Marne Martin, CEO, ServicePower, stated 'We're delighted that the client continues to work with us using our mobile workforce management platform to help it manage its operations.'
Posted at 09/12/2016 12:30 by yoyoy
Zero.

Don't be greedy or pin hopes of another offer coming-in.

"-- Accordingly, the ServicePower Board has unanimously agreed to recommend that ServicePower Shareholders accept the Offer as those ServicePower Directors who are also ServicePower Shareholders have irrevocably undertaken to do (or procure is done) in respect of their own beneficial shareholdings of, in aggregate, 21,420,035 ServicePower Shares, which represent approximately 9.41 per cent. of the share capital of ServicePower in issue on 7 December 2016 (being the last Business Day prior to the date of this Announcement). Each of these irrevocable undertakings is binding in all circumstances (including in the event of a higher offer).

-- In addition, irrevocable undertakings to accept the Offer have also been received by Diversis from Herald Investment Trust plc and Herald Ventures II Limited Partnership, Hargreave Hale Limited, BFLAP, Don Godwin and Criseren Investments Limited in respect of 82,519,889 ServicePower Shares in aggregate, representing approximately 36.26 per cent. of the share capital of ServicePower in issue on 7 December 2016 (being the last Business Day prior to the date of this Announcement). Each of these irrevocable undertakings is binding, save in the event of a higher offer."
Posted at 22/11/2016 22:31 by dan_the_epic
Well first of all you're being silly to even suggest a company could get taken over at a 1000% premium. Go find an example of such a premium. It would be corporate suicide, and totally stupid, so yes, it is pretty ridiculous to even suggest it.

Now to your points in turn:
A) The salary paid is ridiculous. We can all agree on that. You could perhaps halve it to £125k (or a bit more), for a divisional MD. Great, but £125k is miniscule for any seriously sized company. Admin costs are £7m. What makes you think those costs can be reduced by the balance of £875k without damaging the top line? Staff costs alone are £6m in total.

B) You say the software is already developed, yet alone they are capitalising/investing £1m a year in R&D etc, with 26 staff etc. It could all be a monumental waste of money, that I agree with, or perhaps this outlay is required to just maintain the current level of sales.

C) Nothing to suggest a 10% bump in sales will lead to a proportional profit rise. Funny way in business for new costs to be found as sales rise.

D) With the track record of this lot, and the size of this company and the reliance on a few contracts etc etc., who in their right mind would pay a PE of 12. Something like 7-8 is the more realistic ballpark, or maybe 9-10 maximum with a premium.

It's easy to say, cut these costs, push these numbers up, and SVR is very attractive, but there is a reason why those things haven't happened. Partly management probably, and also probably partly because things are not as rosy as you may think.

Rest assured, if this was such a stonking bargain that even a 1000% premium could be paid and it would still be cheap, then this would have been snapped up AGES ago. It hasn't and that tells you all you need to know.
Posted at 22/11/2016 18:42 by alamaison5
SVR will fly tomorrow!
Posted at 22/11/2016 16:32 by brummy_git
Or maybe not so fast...

"In response to the announcement made by Jonas today, the Board confirms that having carefully considered the Offer together with its advisers, that it has concluded that the Offer undervalues the Company and has formally rejected the Offer.

The Board also confirms that it has received an approach from, and is in discussions with Diversis Capital, LLC ("Diversis") in relation to a possible cash offer being made by Diversis or through a wholly owned entity of Diversis for the entire issued and to be issued share capital of ServicePower (the "Possible Offer"). The approach has been made at an indicative price of 6 pence per ordinary share of 1 pence each in the capital of the Company. The Board would like to emphasise that these discussions are at a preliminary stage and that there can be no assurances that such an offer will be made for ServicePower, nor as to the terms on which any offer will be made. Shareholders are advised to take no action."
Posted at 10/11/2016 17:54 by brummy_git
A Private Equity firm (Francisco Partners) purchased industry leader Clicksoftware (who at that time were unprofitable) for ~3.1x sales in April 2015 - which if used for SVR would equate to a 17p/share take-out price.

Therefore IMO any agreed offer for SVR would need almost certainly to be pitched above 6p, and possibly even > 10p.
Posted at 10/11/2016 16:36 by yoyoy
Going into a UK based company, I wonder if the tax losses ramped up over the years will be worth anything.

Finncap has a price of 6p, for whats that worth.

Homeserve, a SVR customer I think, is expecting a big increase in its business.


I think the directors will hold out for more. otherwise it would have been an agreed takeover.

CEO's options kick in at 5p
Posted at 10/11/2016 16:06 by morton2011
Out of interest had a look at Jonas and nearest business they own I can find is hxxp://www.compusource.com/.

I had shares in SVR around 13 p a few years ago and traded in and out on the way down to minimise the loss but baled out a few months ago as could never see the price getting back up. Some you lose..

This deal will be up to what the directors and Herald Inv want given they own so much of the company. Interesting timing also given the Herald loan of £ 1.07 million which is due on 16 Dec.

Hugh Fitzwilliam-Lay has bought a lot of shares in last 2 years (2 million at 4.5 in 2015) and other shares in last year along with Marne Martin at 2.5p approx. He and Herald own a lot more bought at higher prices but feels like they want out. So Mr Market's price of around 4.5 p today is quite possibly a price they have discussed with Jonas.

If so its £ 6 million for the shares and £ 1 - £ 2 million for debt/ working capital for a company that does not make any profit but has £ 13 million of relatively steady sales. Strip out the ineffective management and Aim fees etc and there is profit for next few years without much effort. All seems to underpin the current price.

Another bidder is best hope here imho and as Spooky points out if no offer made bad news for the share price
Posted at 16/8/2016 09:17 by yoyoy
RNS Number : 6723S

Smart Metering Systems PLC

21 March 2016

21(st) March 2016

Smart Metering Systems plc

("SMS"or the "Company" the parent of the "Group")

Acquisition of two meter suppliers and IT specialist for up to GBP6.895 million in shares

Smart Metering Systems plc (AIM: SMS.L), the integrated metering services company that connects, owns, operates and maintains current generation, advanced and smart metering assets and databases, is pleased to announce the acquisition of the entire issue share capital of three companies: CH4 Gas Utility and Maintenance services Limited ("CH4"), Trojan Utilities Limited ("Trojan Utilities"), and Qton Solutions Limited ("Qton Solutions") (together, the "Acquisitions") for a total consideration of up to GBP6.895 million.

The Acquisitions are in line with SMS's strategy to grow its meter asset portfolio, particularly in the new domestic smart meter market, and alongside targeting the existing Industrial and Commercial ("I&C") market.

CH4 and Trojan Utilities will enhance the SMS' capabilities to be a key participant in the substantial new smart domestic meter market for homes and small business in the UK. CH4 will add approximately 100 engineers and 60 contractors, of whom approximately 40 are domestic smart gas and electricity installation engineers, alongside the approximately 80 domestic smart gas and electricity installation engineers from Trojan Utilities, which will significantly enhance SMS' capability. Out of the approximately 1.6 million domestic smart meters installed so far in the UK, they together represent approximately 23% (368,000) of that figure, independent of SMS. Alongside these installation businesses, IT systems specialist Qton Solutions will help to serve SMS' existing and future contractors, most of whom use its systems already. This will ensure full confidence to energy suppliers throughout the domestic smart meter roll-out.

CH4 Gas Utility and Maintenance Services Limited

CH4 is a specialist in traditional and smart gas and electricity metering installations to the domestic and I&C sectors. It operates throughout the UK and is a current service provider to SMS.

Since its establishment in 2011, CH4 has grown successfully and, for the year ended 28 February 2015, reported turnover of GBP7.64 million with gross profit of GBP2.95 million and EBITDA (after exceptional items) of GBP0.89 million.

The initial consideration for CH4 is up to GBP2 million and is being satisfied through the issue of up to approximately 510,497 ordinary shares of 1p each in SMS ("Ordinary Shares") at a price of 391.775p per Ordinary Share (the final number of shares is subject to a completion accounts adjustment). In addition, a further up to GBP0.995 million may be payable through the issue of Ordinary Shares pursuant to an earn out arrangement based on the CH4 business satisfying certain performance criteria over the three years from the date of completion.

Trojan Utilities Limited

Trojan Utilities is a leading installation service provider to energy suppliers in the UK and delivers domestic smart gas and electricity trained and accredited installation services. Established in 2011, Trojan Utilities has over 80 fully trained engineers operates throughout the UK and has already installed over 270,000 gas and electric domestic smart meters, representing over 17% of the national smart metering installed to date. It is currently installing over 3,000 domestic smart meters per week outside of its SMS business.

Trojan Utilities has grown substantially since 2011 and, for the year ended 31 October 2014, recorded turnover of GBP2.86 million with gross profit of GBP1.26 million and EBITDA of GBP0.5m. Trojan Utilities has seen additional growth in 2015 with estimated turnover for year ended 31 October 2015 of GBP5.76 million, gross profit of GBP2.13 million but with a reduced EBITDA of GBP0.067 million as a result of increased investment in operational capacity and UK-wide infrastructure.

The initial consideration for Trojan Utilities is up to GBP0.5 million and is being satisfied through the issue of up to approximately 127,625 Ordinary Shares at a price of 391.775p per Ordinary Share (the final number of shares is subject to a completion accounts adjustment). In addition, a further up to GBP0.5 million may be payable through the issue of Ordinary Shares pursuant to an earn out arrangement based on the Trojan Utilities business satisfying certain performance criteria over the three years from the date of completion.

Qton Solutions Limited

Established in Cambridge in 2009, Qton Solutions has a team of 17 IT professionals specialising in the provision of work and field management IT systems applications for gas and electricity metering installations for energy suppliers, installation contractors and meter asset managers and owners in the UK with specific applications tailored for domestic dual fuel smart installations.

These systems have become industry leading since 2011, and have already been responsible for the completion of over 1 million meter installations and are widely used by a number of domestic smart meter installers, energy suppliers, and meter asset owners and managers including SMS.

Qton Solutions has grown very successfully since its establishment and, for the year ended 31 March 2015, reported turnover of GBP0.99 million with gross profit of GBP0.34 million and EBITDA (after exceptional items) of GBP0.23 million, backed with annually recurring licence fee income on it software products of over GBP0.8 million.

The consideration for Qton Solutions is up to GBP2.9 million and is being satisfied through the issue of approximately 740,230 Ordinary Shares at a price of 391.775p per Ordinary Share (the final number of shares is subject to a completion accounts adjustment).

Commenting on the acquisitions, Alan Foy, Chief Executive Officer, said:

"The acquisitions of CH4 and Trojan Utilities are part of the Company's strategy to gain direct control of a large proportion of our installation capacity for ongoing delivery of our customer contracts in the I&C and domestic meter markets. This will provide confidence to customers in our delivery model for the new domestic smart metering market. In addition, the acquisition of Qton Solutions allows us to gain direct control and ownership of all software applications used by SMS.

We are delighted to welcome the employees of the three businesses and look forward to working with them."

The initial consideration shares to be issued in connection with the Acquisitions require to be issued by Friday 25 March 2016 and the exact number of these shares will be announced on their issue.


Smart Metering Systems
plc 0141 249 3850
Alan Foy, Chief Executive
Officer
Glen Murray, Finance Director

0131 220 6939 / 0207 397
Cenkos Securities plc 8900
Neil McDonald
Nick Tulloch

Kreab 020 7074 1800
Matthew Jervois
Natalie Biasin
Daniel Holgersson

Notes to Editors

About Smart Metering Systems

Established in 1995, Smart Metering Systems plc, based in Glasgow, connects, owns, operates and maintains metering systems and databases on behalf of major energy companies. The Company provides a fully integrated service from beginning to end to cover the installation of a gas/electricity supply/connection to the procurement, installation and management of a gas or electricity meter asset to the collection and management of customer data and ongoing energy management services.

The Company has further applications for gas with its ADM device which allows "smart" functions such as remote reading and half-hourly consumption data to be offered to customers in addition to the normal metering services. The Company was admitted to the AIM market in July 2011 and is now part of the FTSE AIM 50 index. For more information on SMS please visit the Company's website: www.sms-plc.com.

CH4 Gas Utility and Maintenance services Limited

CH4 currently has capacity to install over 160,000 new domestic smart metering installations annually once the current workforce are through full training, indeed over 40 of these engineers are already accredited and have installed over 100,000 gas and electric domestic smart meters for energy suppliers independently of SMS thus far. Overall, CH4 adds 100 engineers and 60 contractors, of which 40 are dual fuel engineers.

In addition CH4 own a domestic smart dual fuel (gas and electricity meters) accredited training academy which will assist in providing additional fully trained installation capacity in support of SMS.

Trojan Utilities Limited

Trojan Utilities currently has capacity to install over 160,000 new domestic smart gas and electricity metering installations annually from an already fully trained and accredited workforce and have developed a high-quality reputation for delivery with its energy supplier customers backed with a strong ethos in health and safety and customer satisfaction.

In addition Trojan Utilities own 35% of the share capital of Utilities Academy, the leading domestic smart metering training and accreditation academy which can assist in providing additional fully trained installation capacity in support of SMS.

Qton Solutions Limited

Qton Solutions have a fully tried, tested and implemented solution for all filed management activities involved in domestic smart installations from shared appointment booking with installers and energy suppliers to stock, resource scheduling, installations management, asset registration and more; all key components for successful delivery of customer contracts and providing confidence for new customers to contract for their new domestic gas and electricity smart metering requirements.

About UK Domestic Smart Meter Market

The domestic smart meters project is overseen by the Department of Energy and Climate Change ("DECC") and aims to install smart meters in homes and small businesses across the UK by 2020
Servicepower share price data is direct from the London Stock Exchange

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