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. The consideration for the acquisition comprises:
· The issue of up to[1] 111,048,124 new ordinary shares in Serica (the "Consideration Shares"). Following the issue of the Consideration Shares, they will represent up to 28.9 per cent of Serica's enlarged issued share capital
· A cash payment on Completion of £58.7 million (the "Cash Consideration")
On the basis of the Serica closing price as of 19 December 2022 of 278 pence per share this would be equivalent to £367 million. Serica will also be taking on Tailwind's net debt, which as at 30 November 2022 was c.£277 million[2]. As part of the Transaction, Mercuria, the largest ultimate shareholder of Tailwind, will become a strategic investor in Serica with a 25.2 per cent holding and will enter into a Relationship Agreement with Serica.
Firstly why the cash payment of £58.7m? the issue of new shares already gives an equal share of SQZ cash pile to all shareholders new and old if that was going to be used to reduce the £227m debt liability. They seem to be carried away with buying debt and projects they will have fund. I have been round houses that the vendor is keen to show me what he would like to do loft conversion or new extensions but seems to think I should pay more because I could.
In a transaction like this I would expect a special dividend to share cash with existing shareholders before issuing new shares.
Rachel Reeves is another populist career politician, from a family of career politicians, who knows very little about how the real world works. The current crop of Tories are bad enough but gawd help us (and the country) if Starmer and Reeves end up in Downing Street. SQZ shareholdings will be the least of our worries.
Ps bs...rtd heads the lot of they inmho
There stuffed full of something. I.e over payed financial advisors and non ex director's.
Maybe not inmho, but some others opinion as well. Either way I will be out of this When in suits,but as you all like posting. Stong Sell inmho.
Zebbo
Why would Mercuria pull out. On their own they are highly indebted, tax allowance for capital spend being pulled and they have a relatively hig cost of production. They would struggle to pay down their debt from lower post tax cash flows.
Whereas Serica is stuffed full of cash and the merger relieves them of all their debt problems.
The worse things get the more valuable is Serica’s cash
I forgot to add. Ladies/gentlemen/bisexuals/and those in the process of having a .ex change.
Great Britain were getting there
Hi NormaStlts
This is a poorly regulated market, I often get phone calls from people who have my interests at heart. just give them my bank details and they will make me rich? I always tell them to F off. This deal with unexplained benefits requires the same answer. And put management in the suspicious box at least?
Newkotb.
Very interesting,but one thing I will add is what happened to Katy. Which you effectionally referred to as kiosk Kate. So in other words the appointment may just turn out to be a way of paying the old girl/boy network. Inmv and only my view
NewK - highly unlikely any institution will publicise its voting intention or view on the deal. It’s too small to warrant any PR.
Danno, you might be right in which case BOD have done a pretty dismal job of highlighting the potential benefits of the deal and opening it up to proper scrutiny. If it was such a brilliant deal they simply would not be pushing it through in this underhanded way.
JIMO of course
NewKOTB,
I think I'm in agreement with you??
Is this a right royal stitch up?
Or
The start of something that could become very big and hopefully very profitable on the back of net zero.
Something along the lines of the ICI's of this world being morphed into an Ineos?
GLA
Danno.
NewKOTB,
I think I'm in agreement with you??
Is this a right royal stitch up?
Or
The start of something that could become very big and hopefully very profitable on the back of net zero.
Something along the lines of the ICI's of this world being morphed into an Ineos?
GLA
Danno.
toftshaw
A fool and his money are soon parted. What I want to know is how they got together in the first place.
Slightly off topic…. bids closed for potential buyers for Hurricane Energy on 7th Jan .. not saying any links but more of an interest in how that one plays out…
I think it’s fair to say Newkotb, that if that part of the deal changed (which has been stated before) .. the percentage being handed over to a size ie 20% stake (or less) & the share dilution sorted out more favourably, a lot more shareholders could see the potential future benefits… if Mercuria are that keen the Bod should be going back to them & act on shareholders interests… which obvs leads to the question ‘why aren’t they?….’.
Of course, I would therefore expect Andrew may well be one of the first to fall under the hammer.... then onto overseas interests asap I would say.
PS Still not heard from any major institution either for or against this deal ....
PPS Mercuria post forma ~28.9% holding is by design, the hidden agenda for this is why I voted against issue of further equity.
aimo & dyor
Zebbo - I'm pretty sure retrospection is a fundamental principle of tax law.
She's playing politics . Back dating sounds good but will not happen.
Agree that not a great environment to operate in.
Think I'll be supporting Labour then but only for the time that it takes for this deal to fail.
Then back to supporting no one again.
has just said (live on Skynews) re Oil & Gas companies that Labour would abolish loopholes, extend the windfall tax and backdate to 1st January 2022.
At this rate Mercuria could pull out...
Danno,
Does beg the question, what advantage will Lawson bring to Mercuria on and above what they have now ? And why after just joining Mercuria was he immediately assigned as part of the deal to our board as non-executive director.
I'm sure ACW has a 'friendship' with Lawson too built off their common BP ties !!
How will Lawson via Mercuira / BP add value to SQZ ? Remember BP's Looney have stated their green agenda, in order to execute this they would need to 'off-load' significant current O&G fast and in an controlled manner in order to meet their net zero targets. Ie Simple deal replication over multiple assets over multiple deals .... BKR repeated time and time again.
Lawson as head of BP M&A since Jul 2012 he would have been involved in both Erskine and esp BKR deal. His Linked-in page is interesting and he joined Mercuria in 2022 probably around July giving 6 months notice (circa 20/7/22). Now remind me when did we Serica shareholders get 'strongly' advised not to take any action... 12th July regarding Kistos deal.... hummm !!
I've already stated that Serica will become a Trojan Horse for Mercuira, in turn Serica ( aka Mercuria) take advantage of BP's net zero ambitions, given Mercuria's, as stated by Mitch, its "fire power" !
Am I now forming another view on this deal outside of these awful terms, or is this why they are so awful T&C's, maybe but my vote was and will remain NO !!!! As I can only vote on what information we have been given.
https://uk.linkedin.com/in/robert-lawson-8451579
https://www.bp.com/en/global/corporate/sustainability/getting-to-net-zero/five-aims-to-get-bp-to-net-zero.html
aimo & dyor
Give us and odd ode, Upmega.
T
The world would be a better place had Cyril Fletcher still been around. inmv
That’s fair Banbury. Get upomega absolutely trousered and enjoy his rants and musings. The bet value was one share so at this rate that’s half a pint of mild, but heavily diluted with 40% water?! However I can offset it in my tax return?
I bat for shareholder return on a 3 year view. I’ve held this for more than 10 years, so still happy enough right now. Let’s hope we’re not on the way back to pennies. I very much doubt it…
Thats hostelry and london town. There is a good real pub of leciester square.Banburyboy there will be bears on the street along with Serica great britain land share certificates and rince arry book