Titan Europe Share Discussion Threads

[kimboy2] 10/8/2012 10:20

Hi Tiswas
Debt is about £164m and there is £40m cash sitting on the balance sheet as well as the non core holding of Wheels India.

EV/EBITDA is about 4.5.

While we are on about conspiracies I was a bit suspicious about the 2011 accounts. H2/11 revenue was up 27% but PBT was down 27%.

Not what I expected. Were things being expensed in preparation for a bid ? Who knows but my suspicions were raised with the H1/11 figures.

We will never know.

What is apparently clear though is that they have not reached any agreement with Mefro. They must have tried because that would make the bid pretty much a formality.

I still think Mefro will bid but it may be they are just going to hold out for a higher price.

[eddie catflap] 10/8/2012 10:01

Out of interest, a similar takeover history....

Sierra Rutile (SRX) and Pala Minerals.
(Not a shareholder at the time but I am now)

Last Sept, Pala offered 25p per share.

"Independents" rejected offer as under-valuing prospects.

Pala subsequently increased offer to 30p, a month later.

"Independents" again reject offer.

--------------

37.7% - Owned at time of bid

49.69% - Owned via additional market purchases & private treaty purchases

5.05% - Shareholders agreed to offer.

54.75% - Total ownership at end of offer period.

By not succumbing to poor offer, those shareholders now have shares quoted at 81p in what has been a poor market for commodity shares.

STAND!!!!

[venture traveller] 10/8/2012 10:00

Our only hope is Mefro.

Come on Mefro.

[2andyman] 10/8/2012 09:58

If anyone could answer the questions below it would be greatly appreciated.

If the Titan International offer does not go ahead because they do not have enough votes to carry it what should happen to the current board and CEO?

What percentage of the shares are Titan International likely to muster?

[tiswas] 10/8/2012 09:56

Kimboy


If you take into account the £40m cash and £30 for Wheels India then they are getting £25m PBT for £40m.

Net debt was £124m as at 31/12/11.

[smicker] 10/8/2012 09:47

Mefro bought 200k shares at 126p 2 days ago. It seems very unlikely to me that they did this intending to accept an offer of shares worth 127p in another company. I'll await their response before loosing sleep re the merits of the current offer

[2andyman] 10/8/2012 09:36

I regard the behaviour of the so called 'independent' directors as a disgrace. They have, in my opinion, not acted on behalf of all of the shareholders, but only of the Titan International raiding crew by not even resisting this derisory takeover attempt. At least the board of Cadbury put up a fight when Kraft made its takeover approach.

I also believe that Akers should resign as soon as possible and that a new genuinely independent CEO should be appointed who will represent all of the shareholders, not just Titan International's, interests.

There surely must be some sort of rules, even in our weak UK regulations, that state that directors must represent all shareholders interests and that if directors are acting against the interests of shareholders and putting their own interests above those of shareholders, i.e. managerialism, then action can be taken against them.

I do not want this British company to be delisted and moved abroad. I make no apology for this. Haven't we lost enough of our engineering and manufacturing base in the UK?

Is there anything that individual shareholders can do? Anyone that we can approach or complain to in order to prevent this disgraceful takeover taking place or at the very least slowing the whole process up until Titan International lose interest?

[tiswas] 10/8/2012 09:04

You would think that they would at least make some attempt to make out that the offer had been negotiated rather than the indies falling over themselves to keep their jobs.

You know we offered 1:12 but they got us up to 1:11 (nod nod, wink wink) but to take the first offer on the table AND accept something that is worth 20% below what was first discussed back in May because of a convenient profits warning is truly quite scandalous imo.

[smicker] 10/8/2012 08:28

The laughable statement among it all is that when they first discussed making an offer they were prepared to offer 162p. Because their own share price has fallen we are expected to now accept circa 40p less. What difference does that make to the value of our company?

Nothing i have read here makes me think that this has been a serious attempt to take over Titan Europe up to this point. I assume there will be a response shortly from Mefro

[tiswas] 10/8/2012 08:13

What a weak and pathetic bunch those "independent" directors must be accepting the first offer made to them! Is that what they really think of the business that they run?

As for Arden, remind me to avoid them like the plague in the future.

[kimboy2] 10/8/2012 08:07

Well absolutely no surprise.

If you take into account the £40m cash and £30 for Wheels India thenthey are getting £25m PBT for £40m.

They don't seem to have convinced any shareholders other than our 'independent directors'.

[stevenlondon3] 10/8/2012 07:55

Jobs for the boys. Mefro next move will be interesting.

[and1] 10/8/2012 07:40

there is no mention of a shareholder vote and timing in todays announcement or did i miss it?
Indeed, stand firm against this derisory offer!

[eddie catflap] 10/8/2012 07:10

quelle surprise,

the "independent" directors recommended this derisory offer.

They're not getting mine.

Stand firm people.

[kimboy2] 09/8/2012 20:36

Absolutely. TSW is of course also operationally geared to any recovery, particularly in construction.

I would also be a little concerned about the effect of the North American drought on TWI agricultural sales. They seemed to think it would be OK with higher prices cancelling lower yields. No doubt we shall see in the next month or so.

Before that in the next 5 days we will probably get an offer from TWI and find out what our 'independent directors' are recommending.

I make the TWI offer 128p at present.

[davidosh] 09/8/2012 18:03

I am quite happy if there is no bid whatsoever at the end of this. Better to sell a company when firing on all cylinders and without a natural disaster and insurance payments on your shoulder.

[smicker] 09/8/2012 14:54

No bid would be my preferred outcome. The company is worth far more than that and this will only become more clear as we come out of the recession.

For info, as i thought earlier Mefro paid 126 for the majority (200k) of shares they bought yesterday

[and1] 09/8/2012 11:11

I dont expect more than 150p whoever wins. Its still very cheap but no one will pay more in these times. Possibility of a stalemate : Mefro unwilling to bid but blocking TWI bid.

[kimboy2] 09/8/2012 09:37

I make the offer about 125p at last nights prices.

ISTM that persistent small puchases are designed to keep the price up, and above the offer.

They could have bought at a better price if they had been more aggressive after the profit warning.

The good thing is that Mefro and TWI don't seem to be cooperating.

[insails] 09/8/2012 09:05

We must be at the point where the executives must say the offer is not enough.

[smicker] 09/8/2012 08:51

Mefro must have been buying at 1.26 to have crossed 27%. Interesting times

[alphahunter] 08/8/2012 18:31

Call me ignorant, but is the committee of "independant" directors - which we still don't know publicly whom is in and whom in not - not supposed to give an opinion on the value of the offer?

Are they coyly waiting for the indicative offer to lapse (14th August)? Or are they working towards a face-saving exercice with the broader Board (TWI's representatives)?

Any corporate govenance specialists here? Thanks.

[insails] 08/8/2012 12:53

with credit to Alphatracker on iii last thursday.

"Titan International, Inc. (NYSE: TWI) has closed on the purchase of Planet Corporation Group based in Perth, Australia ("Planet"). Titan acquired 56 percent of the Corporation for $22.9 million USD and paid-off their outstanding credit facilities of $10.5 million USD at closing. Planet generated over $75 million USD in sales in the past 12 months and approximately $10 million USD of EBITDA in 2011. Planet includes National Tyres, Acme Wheel and Resource Tyre & Choice Tyre Wholesalers.

Planet is an OTR tire and wheel specialist that manufactures, distributes and services products to customers in the mining, agriculture, construction and earthmoving industries. Planet will be a subsidiary of Titan Mining Services, which was formed recently to build Titan's mining business around the globe. This transaction demonstrates Titan's initiative to grow the OTR tire and wheel business around the globe.

Titan International, Inc., a holding company, owns subsidiaries that supply wheels, tires and assemblies for off-highway equipment used in agricultural, earthmoving/construction and consumer (including all terrain vehicles) applications. For more information, visit
www.titan-intl.com.



So if I understand it right, TWI pays CASH - YES CASH $10.5m + $22.9m for 56% of the Planet, equivalent to $60m for 100% of the business.
That's 6x EBITDA, 0.8X REVENUES for a business that generated 13.5% EBITDA margins in 2011.
TSW currently trades on 2.2x EBITDA, 0.2X REVENUES and generated 10% EBITDA margins.

Unfortunately, we don't have more info on Planet's debt level but I doubt very strongly that valuations based on EV would change the conclusion that TWI's share offer grossly undervalues TSW's value."

[and1] 08/8/2012 08:33

agree with smicker, makes sense for mefro to hoover as much as possible with a limit buy order which they may well keep moving up in steps.

[kimboy2] 07/8/2012 17:51

I make it 127.5p

Still ridiculous.

Wheels India doing nicely as well;