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Hayward Tyler Group Share Chat (HAYT)


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flundra
Posts: 504
Off Topic
Opinion:No Opinion
Price:48.50
RE: AVG Interims
4 Jul '17
Sort out the refinancing now asap please BoD. I very much doubt it is in HAYT's interest to delay refinancing any longer. It probably never was. The BoD must be careful not to breach their duties here, for example to us as shareholders, to act in the best interests of the company. I cannot believe this inordinate delay is down to any difficulties obtaining reasonable terms from our supportive bank, or other bank. I think it is perhaps the BoD preserving the status quo in the hope the merger proceeds and the issue can be buried.

I wonder what level of shareholder support this merger would get, if refinancing occurs now, and the curious recent silence is filled by good contracts and operational news. Might support fizzle out?
 
the_shareminator
Posts: 10,731
Off Topic
Opinion:No Opinion
Price:48.50
RE: AVG Interims
4 Jul '17
poole - There are only two Board members with sizable holdings and one has intentionally decided not to recommended the offer. Why do you think that is? This offer is not the only option, there are other viable alternatives not least a proper refinancing that has been in the making these past 5-6 months. I can see your point of view that HAYT are somehow backed into a corner but why can't this company deal with the banks alone? They should be able to negotiate a longer term financing deal. I would even back a placing at this level to cover short term cash-flow and help repay the outstanding sum. We do not need to sell up for 48p. You only need to read through the latest results to know we are not in a weak negotiating position. Look at the order book and outlook. AVG do not deserve to mop this up on the cheap. The Board should instead focus on cash-flow issues and come to an agreement with regards the refinancing. I keep hearing about combined operations being a good thing for HAYT but point to me where AVG have any expertise in this area. Perhaps certain board members need replacing rather than a hostile takeover bid succeeding, I think we all know who...
flundra
Posts: 504
Off Topic
Opinion:No Opinion
Price:48.50
RE: Bid
4 Jul '17
Very shabby stuff from HAYT.
The Annual Report basically seems to be saying we’ve weathered the storm of a difficult year, taken the astute risk of making significant investment in Luton and PB, but despite a supportive bank, improving market conditions, and these investments starting to bear fruit with a record order book....we’re throwing the towel in, and selling you all down the river for peanuts.

It makes absolutely no sense at the moment, and is the worst possible thing to do, just as the orders are flowing in and the investment about to pay back. Well done Maurice for resisting. I’ll be voting against.

The driver for the deal seems to be the weakness of the HAYT balance sheet (and the strength of AVG’s), but that weakness is fully explained, and with a supportive bank and all trends positive, success from here seems almost nailed on.

“In providing its [independent] advice to the HTG Directors, Akur has taken into account the commercial assessment of the HTG Directors” That makes me a bit suspicious of the BoD, because the commercial assessment (as opposed to the financial assessment) in the Annual Report seems wholly positive going forward.

The more I see of AVG the more I like it as a company, but would want to see HAYT remain as HAYT, with a gutsier BoD now.
poole
Posts: 22
Off Topic
Opinion:No Opinion
Price:48.50
AVG Interims
3 Jul '17
Hello Sherminator - Most of HAYT BOD in their judgement (Having backed us into a corner perhaps they have come to their senses at last) is recommending AVG bid acceptance versus alternatives. . Although having plenty to say on 'approaches to winning new orders' HAYT has been very quiet of late on announcing firm new orders and it may be that which has weakened their negotiating position. In the circumstances only AVG with a deep enough pocket has come forward. I would have preferred a somewhat better offer but in the circumstances see good potential for the combined operations with hope that they will begin to show their paces by 2018 with an AVG price improvement to reflect that and more to come.
the_shareminator
Posts: 10,731
Off Topic
Opinion:No Opinion
Price:48.50
AVG Interims
3 Jul '17
Interim results for the six months ended 30 November 2016 - capitals highlighted to illustrate my belief this company has very little organic growth potential and is trying to seize HAYT for a ridiculous offer.

· Revenue from continuing operations of just £9.6m (2016 H1: £8.6m)

· Adjusted group EBITDA at breakeven (loss 2016 H1: £0.7m)

· Adjusted LOSS before tax of £0.2m (loss 2016 H1: £1.2m)

· Cash OUTFLOW from operating activities £3.5m (2016 H1: £0.5m)

· Net cash reduced to £27.8m (31 May 2016: Net cash £51.0m), following successful tender offer which returned £19.4m to shareholders

They are at breakeven EBIT with their Energy and Medical and their order book is tiny in comparison to HAYT's. Mention of a a £9m contract with Wuhan, China for NMR cryostats is over 10 years and the £47m contract with Sellafield is again over 10 years. So £0.9m and £4.7m per annum respectively if averaged across the period. Smallfry. Post period end they bought Scientific Magnetics Ltd, Abingdon, for £0.35m and cleared the £0.45m loan. That is making £2m per annum and £40k profit before tax. Tiddly.

Just recently they announced the Sellafield contract extension which relates to the contract signed in May for a period of 10 years. No new significant customers since then...

Cash down to £26.2m which suggests a loss even accounting for the acquisition of SM Ltd

Does this strike investors as the kind of parent company that should be taking control of HAYT? Take a quick look at HAYT's previous results, the organic growth likely to come from our increasing order book and newly completed Centre of Excellence.
the_shareminator
Posts: 10,731
Off Topic
Opinion:No Opinion
Price:48.50
RE: Bid
3 Jul '17
Howard you are not getting AVG shares at a discount if the deal goes ahead. AVG are getting YOUR shares at a discount! Think on that seriously.

HAYT division under AVG may grow no doubt, but again any growth will be heavily diluted among the HAYT and AVG shareholding combined. AVG doesn't appear particularly exciting, it's just cash rich
dannatt
Posts: 13
Off Topic
Opinion:No Opinion
Price:48.50
Share price
2 Jul '17
Take a look at Hayt website under the investor section.Growth Company Investor-Buy recommendation 77.5p Dec 2016.Look where we are now 48.5p.Price has been manipulated down for this bid.Why take six months to renegotiate the £2 million debt causing much uncertainty.
graham-wales
Posts: 31,887
Off Topic
Opinion:No Opinion
Price:48.50
Directors
2 Jul '17
Have they been promised positions in the new company.
dannatt
Posts: 13
Off Topic
Opinion:No Opinion
Price:48.50
Bid
2 Jul '17
The assets are worth £26 million at the last set of results so Avingtrans are virtually buying Hayt for nothing.This should not be allowed.What a rubbish opportunistic opening offer.Vote no.
the_shareminator
Posts: 10,731
Off Topic
Opinion:No Opinion
Price:48.50
potential bid
30 Jun '17
In fact look at the revised announcement! There is a new clause concerning a competing bid and a revised irrevocable undertaking to vote in favour of 16.2% down from 22.9%. Come on, this is already a clear enough sign, vote against. If we receive a competing bid in the meantime I expect that percentage to decline further. Feel better going into the weekend. Have a good weekend boys and girls

Further re: Irrevocable Undertaking for the Recommended Acquisition of Hayward Tyler Group plc

Further to its announcement at 7:30 am this morning, 30 June 2017, on the terms of a recommended acquisition pursuant to which Avingtrans will acquire the entire issued and to be issued ordinary share capital of Hayward Tyler Group plc (the "Announcement"), the Avingtrans Board provides the following update in respect of the irrevocable undertaking provided by Harwood Capital in favour of the Scheme at the Court Meeting and the Resolutions at the HTG General Meeting.

A revised irrevocable undertaking has been obtained from Harwood Capital amounting to 9,000,000 HTG Shares, representing 16.2 per cent. of the existing issued share capital of HTG. The updated irrevocable undertaking follows substantially the same form as that detailed in the Announcement, save for one of the terms, under which the previous irrevocable undertaking would lapse. Under the revised irrevocable undertaking Harwood Capital may no longer opt for its obligations to cease in the event of a competing bid on terms which are at least 10 per cent. higher than the Offer (with this previous provision being detailed at clause (ii)(d) of Appendix 3 to the Announcement).

The aggregate percentage of the issued share capital of HTG represented by those irrevocable undertakings and letters of intent provided by HTG Shareholders, as detailed in Appendix 3 of the Announcement, remains unchanged at 31.3 per cent. and 11.7 per cent. of the HTG issued share capital, respectively.

The revised irrevocable undertaking will be available, subject to certain restrictions relating to persons resident in Restricted Jurisdictions, on Avingtrans' and HTG's websites at www.avingtrans.plc.uk and http://htg.global/investor-relations/takeover-code-requirements by no later than 12:00 noon on 3 July 2017 until the end of the Offer Period.




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