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Of course he knew Poker, like everyone else it was RNS'd but he came in after the initial raise from core holders.

Matts blog post:

'Given that me and long-term supporters of THG had already pledged most of the monies before we launched the fundraise, we knew it would be fine.'

YB, thanks for that.

The way it seems to have panned out from Matts blog, main fund raise of £75m already ion the bag before announcement - the board may have thought it unlikely retail would come in especially given the short window when the offer was actually open, instead they ponied up over £5m, on top of that Mike gets word and wants in too adding another £10m.

I have always though Sofina would be a corner stone investor given their previous backing at much, much higher levels, this is a way for them to average down (a bit).

The attraction of Ingenuity is few people understand it, plus the long list of blue chip clients including of course THG itself all on long five year or more contracts.

Sofina and others will want an exit at some point, its already been a 14 year investment so far.

UK is reported to be considering scrapping AIM in favour of a separate category for tech/growth companies.

Here is another way to look at the options:

Ingenuity has been priced so low as to make it very attractive for new and existing investors, unfortunately that low valuation means those electing to take THG pro rata (remainco) shares will ultimately have their allocation based on this figure.

There is only one realistic option to avoid this scenario which is how the demeger has been structured, retail investors have the exact same options as everyone else, this imo is very unusual.

Bring on the TR1's..

I think the term 'rolling' is a bit of a red herring as it normally suggests rolling one equity holding into another, that's not the case here.

One of the options is to take a pro rata allocation of shares in newco (aka ingenuity) in line with your current holding in THG, this is the most favourable for my own circumstances.

eudaimon, nothing to do until the circular is distributed, this will contain all of the detail your broker needs and options available to holders.

We should get a bit more insight with the odd TR1 this wk, Mark Evans existing holding is 2.74% from memory - if UK dom his participation should take him over 3% threshold.

Plenty of buying Friday too, not often you see OTC trades but a handful popped up towards end of day.

Morning all, it feels like we are at one end of the spectrum in terms of valuations, personally I can't quite get my head around just how low Ingenuity has been valued at for no good reason, yes, it has to be enticing for new money to come in but..even so..

For contrast, May 2021

· SBM option and collaboration agreement for a $1.6bn investment in THG Ingenuity, implying an enterprise value of $6.3bn for a 19.9% equity interest. THG Ingenuity comprises the Ingenuity platform IP and the Ingenuity operating trade and assets, which will be separated into a THG owned and controlled subsidiary capable of receiving the investment

· Proposed c. $1bn capital raising consisting of a subscription of approximately $730m from SBM and a placing of up to $270m with long-standing, technology-focused shareholder Sofina expected to participate in the placing in an amount of up to $85 million, with gross proceeds to be deployed to execute an advanced pipeline of strategic M&A over the course of FY 2021

· Announced separately today, agreement to acquire Bentley Laboratories LLC ("Bentley"), a New Jersey based prestige beauty developer and manufacturer for $255m, subject to regulatory approval in the United States

Cantbelieveit, it could all change when we get more info but its a certainly a possibility.

The variables make it difficult to predict the final outcome but if THG board stick to £307m for Ingenuity and decide to divide this based solely on THG's current ownership then fantastic, holders should get a nice share windfall - another option is to THG keep some back allowing greater control.

THG Ingenuity was formed back around the time of Softbank options, ownership resides with THG Operations.

https://tinyurl.com/2pzs8mfx

No worries bud, credit to the board at least we including Frasers are all in the same boat, that in itself is a rarity lol.

I welcome Frasers as I think Mike may play a role here taking Matt under his wing, as others have said Frasers has a huge empire of stores which could easily end up on Ingenuity.

THG board are likely to want to retain control over Ingenuity being as its their main distribution channel, and the basis for their whole business.

The £10m investment from Matt isn't going to do this so it makes sense at this point to assume the balance of shares (see earlier post) will be held by THG group, this will give the board c75% control without putting in additional cash.

On this basis if you elect to get the extra shares in THG you will still have 75% exposure to the new entity through your holding in THG Group.

Plus holders have the benefit of compensation from Ingenuity divestment.

Afternoon Cong, we are missing a lot of detail but from what we know so far there is a big gap between the funds raised and the likely market cap, I say likely as we don't yet know what figure they are going to use for sure.

The £307m is the most probable as it represents the company as a whole rather than the £100m equity valuation which is a partial representation.

Okay, there is some confusion as to Ingenuity shares, at this point in time the funds were raised against THG Group or remainco £75m of which will be transferred to Ingenuity or newco when paperwork complete.

No one has subscribed for any Ingenuity shares.

I can see no obvious benefit to buying in the placing versus buying yesterday, reason being is we don't yet have an ex-date, the point at which your THG lose entitlement to roll over into the new entity.

This is just my personal view point but for anyone buying in the market its an absolute no brainer, either asset is so materially undervalued it doesn't really matter what you do.

Regarding my earlier posts on sellers remorse, 12-24 months down the line people are going to wonder what on earth was going on to sell such a key asset for beans -

co founder of Balderton knows THG and Matt well, going back to 2010 or so,

https://uk.marketscreener.com/insider/MARK-WILLIAM-EVANS-A17LKA/

Agreed, Frasers came in after the fund raise was announced hence the increased offering to £95m (and retail of £5m+).

Until we get the circular we have key bits missing, if the board elect to use £307m enterprise value (most likely imo) as the market cap then THG Group will hold the balance of £232m or 75% control.

If this proves to be the case then it may well be just as advantageous to hold THG Group shares with ISA tax wrapper whilst benefiting from Ingenuity growth.

The crucial bit for me is how much does THG Group (remain co) retain of the new company, this is fundamental in being able to make an informed decision on what percentage to roll/not roll.

If they use the £307m figure as quoted then there is a clear difference of between market cap and the sum raised of £75m, this in theory should be added to THG balance sheet to counter any adjustments.

Both entities are being valued as if they are in administration which extreme to say the least , THG board have made this so attractive no wonder it was 4 x over subbed.

I guess it depends on what price they use for post placing market cap, but if it drops below that figure then existing THG shareholders receive less in Ingenuity, you would think there is at least some incentive not to sell ?

Traintracks, there is a mechanism in place based on THG's market cap post fund raising, this is also subject to the terms of the circular yet to be published.

'THG such that if, at the latest practicable date prior to the publication of the Demerger Circular, the market capitalisation of THG is:

· equal to or greater than the market capitalisation of THG at the time of completion of the Fundraise (calculated by reference to the number of THG shares in issue following the Fundraise multiplied by the Placing Price) (the "Post Placing Market Cap"), then the Valuation to be used in establishing the entitlement of THG shareholders to elect to receive their respective pro rata entitlements to shares in IngenuityCo in connection with the Demerger would be expected to be £100m; or

· less than the Post Placing Market Cap, then the Valuation to be used in establishing the entitlement of THG shareholders to elect to receive their respective pro rata entitlements to shares in IngenuityCo in connection with the Demerger would be expected to be reduced from £100m proportionately to the percentage by which the Post Placing Market Cap has declined. Further details of the terms, structure and timing of the Demerger shall be set out in the Demerger Circular to be published and sent to THG shareholders as referred to above.'

Agree, we need to wait until the dust settles, it will only take Frasers to start stake building to add a bit of confidence.

Frasers now have a compelling reason for THG to do well, not only for their own brands on Ingenuity but also capital appreciation of their investment in THG, its these symbiotic relationships I think work well as it benefits both parties.

I thought for sometime Sofina would be in the mix, interested to see the final tally of new/existing shareholders.

Taking into account the larger share issue, Frasers hold a tad under 1.4%, as with other retail companies they have been known to increase over time.

Keen to see where Mark Evans stands (ex- General Partner at Balderton) who had 2.71% from last notification.

Retail investors who missed the last nights offer can now buy in at less than offer price, no room for excuses or grumbling now.

Just trying to work out percentages but hefty sum from Frasers, now a THG shareholder.

'Following the launch of THG's public bookbuild, Frasers confirmed their intention to make a strategic investment of £10 million in THG, underscoring their commitment to the multi-year strategic partnership. This £10 million investment from Frasers is in addition to approximately £75 million of net proceeds raised to provide IngenuityCo with sufficient medium-term funding'

· Oversubscribed and upsized fundraise of £95.4 million, with strong support from new investors and existing shareholders

· Existing long-term and institutional shareholders contributed approximately £50 million to the fundraise, led by Matthew Moulding, CEO of THG, who invested £10 million in the fundraise

· Fundraising enables THG to continue with its plans to demerge its Ingenuity division, facilitating the simplification of THG's business model, as a cash generative global consumer beauty and nutrition group, with an improved balance sheet, capex and cashflow profile

· Strategic investment from Frasers Group, further underscoring their commitment to its multi-year strategic partnership with THG

https://www.londonstockexchange.com/news-article/THG/results-of-placing/16709805

First take,

- Ingenuity has an enterprise valuation of £307m as below:

'The Valuation, derived from an attributed enterprise value of the Ingenuity division of up to £307m and adjusted for expected post-Demerger IngenuityCo net debt (including lease liabilities and approximately £75m of cash from the Fundraise which will be transferred into IngenuityCo'

If I am reading this correctly, existing THG share holders can elect to receive pro rata shares in the newly demerged company or an increase proportionally in THG shares.

There is some material dilution with the fund raise but compensated by the above, i.e you get an equal stake in the new co or increase in your existing holding.

Taking a step back this gives everyone what they want, existing holders don't miss out on any future Ingenuity success or IPO but if they want to cash in can do so at this juncture.

It looks like they have bent over backwards to make sure everyone gets a piece of the pie no matter what their circumstances, Ingenuity valuation is a bit on the low side but its almost half of THG's current valuation.

Staggering amount of volatility especially Hang Seng, HCM and others seem to be a little more controlled - perhaps short covering providing support ?