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TMN Tmn

12.00
0.00 (0.00%)
Last Updated: 01:00:00
Delayed by 15 minutes
Share Name Share Symbol Market Type Share ISIN Share Description
Tmn LSE:TMN London Ordinary Share GB00B1GCQP32 ORD 0.01P
  Price Change % Change Share Price Shares Traded Last Trade
  0.00 0.00% 12.00 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 12.00 GBX

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Date Time Title Posts
21/7/200918:10TMN - 10 months of slide...low p/e & cash rich.2,314
21/7/200813:34TMN - moderated thread (no nuisance posts)22
15/11/200714:33This one's a winner6,424
06/8/200715:37TMN with Charts & News20
12/7/200713:05TMN with Charts & News2

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Posted at 23/6/2009 15:26 by warrhead
Nope, looks like a plant to make TMN shareholders think they have a good deal.

I see that when Danson bought SPG less than a year ago for £10.4m (Nov 2008). Its last set of results showed it had £3.6m of net cash. He is now injecting his businesses (which don't seem to be making very much) into TMN with £9m of net debt and a £250k pension liability and giving us 75% dilution to boot. The more I dig into this deal the more I think it is an absolute stinker.

Investecs note in January after a profit warning revised TMN's pre-tax numbers down to £2.5m so on my simple calcs if they've missed these numbers by 50% they still made over £1m and TMN's debt is only around £2m. This looks like a horrid deal to me.
Posted at 08/6/2009 20:39 by old boy returns
I cannot believe some sort of 'substance over form' rule does not come in here with what Danson is trying to do. Basically he is taking over TMN using a company which he owns 100%. In doing so he got TMN shares suspended at a silly low price which stopped any buying or stake building by others and they were conveniently suspended until just after 12 months since his last purchase was up - so sidestepping the minimum offer price rule. It really should be treated as an offer by Danson and an independent valuation produced of the value of the offer.

The TMN directors also need to explain exactly how they can be recommending an offer now which appears to be worth peanuts when 50-70p was considered too low less than a year ago. And if the only reason they are recommending this offer is because they have mismanaged TMN so badly since the IBG and TAPPs acquisitions that it now need new finance they should explain that and what alternative sources of finance they have looked at and why they have been rejected.
Posted at 06/6/2009 15:17 by marben100
the analyst - agree totally; there needs to be up to date management figures & projections for each business for any sort of sensible judgement to be made. However, based on historical numbers, this seems like a lousy deal for independent TMN s/hs. I also agree that a Board revamp is essential & I'd be happy to see Danson in charge, in principle - but these terms seem outrageous.

AIUI Danson is lending an additional £2m to the business, as part of the deal. Do s/hs feel that's a fair price for most of the TMN business, which Danson will be acquiring through this deal (i.e. that TMN should be valued at around £4m)? Remember: existing s/hs will end up with just 21% of TMN and 21% of the other businesses with highly questionable value (they've never been as profitable as TMN). Even if it were, that should be done by equity rather than a loan, which Danson expects to be repaid in due course. And if £2m is the correct figure then the current share price is far too high, valuing the combined group @ £40m.

Per the proforma balance sheet (p179), TMN as at 31st October had a net current liability of £0.5m, whereas the enlarged group will have net current liabilities of £4.6m. The combination is making indebtedness worse, not better.

If TMN had difficulty obtaining bank finance, why would this be any better for the combined group?

This simply makes no sense to me, on the proposed terms.


If TMN s/hs feel that it is a viable business, then they'd be much better off injecting capital via a rights issue or open offer, to eliminate indebtedness, than to accept this deal, if the banks aren't willing to play ball.


There are an awful lot of unanswered question and as I suggested earlier, if Danson wants independent s/h support, a proper meeting should be arranged at which those questions are answered and an equitable deal agreed. The EGM is not the right forum for that and should be postponed pending that meeting.
Posted at 06/6/2009 12:11 by marben100
Quite frankly, I think this deal stinks and IMV TMN shareholders should insist on a meeting with Danson - and probable renegotiation of terms. NONE of the businesses that are to be reversed into TMN have a track record of strong profitability, according to the re-admission document. Moreover, despite TMN's year end having finished over a month ago, there is no indication of TMN's figures for the year, beyond the interims and previous trading update.

Having intially been enthusistic about the announcement suggesting that businesses employing ~800 staff were to be reversed in, this deal sounded interesting. However, once the figures for those businesses were revealed around an hour later, my enthusiasm waned rapidly.

The deal smells of a stitch-up to me and if Danson wants remaining s/hs to vote the deal through, he should convince them that the deal is fair, or come up with a more equitable proposal. I see no evidence in the document that SPG and Dewberry have a combined value 4x that of TMN, which is what the deal implies. Moreover, I am not satisfied that Harkness has acted in the interests of all s/hs and wouldn't want to see him on the Board of the new Company.

For the deal to go through, Danson neeeds approval from "Independent Shareholders", defined as "Shareholders other than the Concert Party Members". he only has commitments from 26.7% of those shareholders so far. Therefore, if PIs actually get off their backsides, consider the document carefully and vote accordingly, it is entirely possible for them to stop this deal.

It is entirely unclear from the document whether the combined business is likely to be profitable, hence I have taken the opportunity of yesterday's gains to sell my entire holding above 10p. Those that are still holding should study the document carefully and ACT. Danson needs to be brought to the table and forced to offer a better deal, IMO.

Regards,

Mark
Posted at 04/3/2009 19:06 by 8trader
Just doing a little research i can see why that 5p lark upsets so
many of you, i can see Tangent were going to offer a deal above 40p
with "40%" of it cash, so the cash alone back then was 16p, of course
times change but there seemed no shortage of offers back then, are things
so grim now all of a sudden ?

RNS Number:0952Q
TMN Group PLC
14 March 2008

TMN Group plc
("TMN" or the "Company")

Statement re Possible Offer

The Board of TMN Group plc (the "Board") notes the announcement made on 11 March
2008 by Tangent Communications Plc ("Tangent") and confirms it has subsequently
received a presentation from Tangent regarding its preliminary approach.

Since Tangent's approach, the Company has been contacted by several parties
expressing interest in acquiring the Company. The Board intends to explore all
proposals fully as part of its duty to maximise value for TMN shareholders. The
Board has also granted permission to CEO Mark Smith and CFO Craig Dixon to
pursue interest with potential private equity buyers.

Accordingly, an Independent Committee of the Board of TMN (the "Independent
Committee") has been formed, led by Chairman Peter Harkness, to evaluate
possible offers for the Company and all other strategic alternatives.

The Independent Committee unanimously agrees that the price proposed by Tangent
significantly undervalues the Company and its prospects. Furthermore, it notes
that less than 40 per cent. of Tangent's indicative offer would be in cash.

A further announcement will be made in due course. In the meantime shareholders
are advised to take no action.
Posted at 21/2/2009 12:55 by fragilelittlepetal
8trader ... I would certainly hope so

Heres my take on TMN for what its worth ... some of its rehashing old info ... but hope you stick with it ...

TMN in 2003/4 was doing OK but with a very average product and management team.
It made some good acquisitions, EDR, Tapps and IBG were all profitable, growth companies. I-d Factor was early stage, losing money but ready to grow and turn the corner ....

After each acquisition, TMN allowed, constructively or otherwise, the management team and/or founders to walk away (the innovators and revenue earners) and turned these individual profit making companies into a larger, less profitable entity. In some cases the management or founders started similar businesses shortly after.

The people who REALLY knew about their niche sector of online business, and thus could adapt to the fast-changing industry walked out of the door .... quite literally.

TMN paid a lot for goodwill in their acquisitions ... then promptly lost a lot of that value within months as the key people "resigned".

Leaving the running of the all businesses effectively down to Mark Smith ... he was appointed to the board on 01-04-04, so if you need to know a bit more about him, look up the announcement.

Now they're all online data and media businesses.

TMN's brought to the attention of Mike Danson, who's trousered 150 million-ish from the sale of Datamonitor (you could say he knows a bit about publishing, media, data and buying & selling businesses) building up Progressive Media Group, (and acquiring SPG) by his old mate, & The New Chairman Peter Harkness. Danson buys in, increasing his stake to over 10% shortly after Tangent show an interest @ c 55p, enough to call an EGM. The management team then fight off the Tangent offer by putting in one of their own ... which fails at 70p. Danson continues building up his stake to c.29% at an average of c 45p.

Then share price falls ... and falls ... and falls
Then the profit warning and the share price falls further still.
Now with the share price @ 3.5p, the company's worth 3 million (!!!) ... far less than they paid for some of their acquisitions!
The business was ridiculously priced (even in this mad market!).
Some of the ex-directors and founders of their acquisitions started buying back in ... and IMHO ... its cheap as chips!!!

Potential suspects for the reverse takeover?
#1 - Danson or one of his vehicles, (neatly side-stepping the 12-month highest price rule if he were to succeed)
#2 - any one of the other online businesses who've some loose change in their pockets and see how cheap this company really is,
#3 - some of the ex-staff/directors/ founders who still have shares or have been acquiring shares and would want to change the management and make the business competitive once again
#4 - none of the above ...

I personally, as a long-term holder, would be gutted if anyone got their hands on TMN at anything like its current market cap. Or to see the current management team rewarded for their erosion of shareholder value!

It looks as though it might be up to the minority shareholders to stop any monkey business going on ...?
Guess we'll know what the offer is soon enough though ...
Anyone for an EGM?
Posted at 20/2/2009 01:25 by jecs
TMN Group in new sale talks
by Daniel Farey-Jones, Brand Republic 19-Feb-09, 12:10

LONDON - Digital marketing and online research group TMN Group has started talks with an unidentified company about a reverse takeover.

TMN, which owns Affiliate Future and email marketing planner and buyer EDR, issued the news yesterday and requested its shares be suspended from the Alternative Investment Market.

In a typical reverse takeover scenario, which allows a private company to take over a listed company, such as TMN, and become public, TMN would issue a large enough number of new shares to the other company that it would give that company's directors control of TMN.

Before TMN issued the statement its share price jumped as high as 50% above its closing level on Tuesday of 4p.
TMN attracted interest from more than one buyer in early 2008, rejecting a £40m offer from marketing services group Tangent in March and then seeing a £52.8m management buyout offer fail in July after lack of private equity funding.
Its market capitalisation now stands at around £3-4m after the collapse in global stockmarkets and its announcement of a £476,000 post-tax loss for the six months to October 31.
TMN owns list manager TMN Media, shopping and travel offers website operator TMN Publishing, Netherlands email marketing specialist Tapps and online research outfits The ID Factor and ICD Research.
Posted at 19/2/2009 09:39 by warrhead
Marben is correct. A reverse is generally where the company usually issues a ton of paper to acquire a much bigger business (i.e. doesn't require any cash funding). The management team of the bigger business usually end up running the company and the old business that is doing the acquiring may subsequently (or as part of the deal)be sold (often to its old management). The shareholders therefore can end up holding shares in a totally different business in maybe a totally different sector. The big company acquired gets a stockmarket quote without having to go through the inconvenience of having to go through the more onerous IPO regulatory and cost procedures and the smaller company shareholders usually get diluted to oblivion but may end up holding a small stake in a better (or worse) business.

Very hard to call therefore what this means for TMN shareholders. It is possible that TMN will be acquiring a business in a related area and it will become part of a larger group but I would not be surprised if TMN is being used as a shell for something unrelated and the existing business will be sold probably for a song to management (e.g. maybe for the approximate value of the debt c.£2m) - i.e. a lot cheaper than the 50p a share they were proposing a few months back. Unusual to suspend shares on early stage talks, probably worried about the share price going up and making the cost of the shell too high for the bidder.
Posted at 18/2/2009 11:46 by cyberpost
Suspension announcement (TMN)

TIDMTMN

RNS Number : 5143N
TMN Group PLC
18 February 2009

?
TMN Group plc - Suspension announcement


The Board of TMN Group plc ("TMN") notes the recent movement in its share price
and confirms that it is in very early discussions regarding a potential
transaction which, should it proceed, would constitute a reverse takeover of the
Company under the AIM Rules. As a result the Company has requested the
suspension of trading in its shares in accordance with the AIM Rules. The Board
will update shareholders of progress in due course.
Posted at 31/10/2008 17:53 by coffeelito
Go on, give us a prediction for tmn share price Aleman !
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