Member Info for Carcosa61

An RNS Reach is an investor communication service aimed at delivering non-regulatory news such as marketing messages, corporate and product information.

An RNS publishes company results, share issues and any changes in a company’s board of directors. Anything that could affect a company’s share price and performance on the stock market.

In this instance the deal with Interpol could have negligible revenue or profit (possibly small loss) attached to it. However for a company like Winward having a contract with someone like Interpol provides an air of legitimacy, trust etc., which, going forward, they can now use as part of their marketing strategy to acquire further business.

If it was

I posted the following on another board over a month again but I still see it as being valid today (and have added additional remarks).

A typical take-over takes anything from 9-18 months. However, to be fair what we are waiting for is a confirmation to make an offer.

Given the fact that neither party is 'desperate' to get the deal done in a hurry then the level of due diligence and details required before going ahead would likely be considerable. Must remember that under typical circumstances the companies would have been talking to each other for weeks ahead of when investors would be notified. It was only because of the news reaching the press that we got an early indication that Equals was up for grabs.

What further complicates matters is that this is a cross border deal. UK, Europe and US. Madison Dearborn Capital Partners are a very large company and as such there are likely to be 'teams' of people handling this deal (and others). So getting approvals as they go up their chain of command, getting lawyers, outside council, discussing perhaps with SEC and overseas government bodies/regulators will all take time; Perhaps flights to/from the US to sit down with Equals management is likely occurring. Notwithstanding the UK takeover panel/CMA is currently straining under the weight of numerous ongoing investigations is not helping either.

In an earlier post I suggested it would be around March time before we get an offer announced, but I would not be surprised if it takes even longer. It's clearly not a simple process. The more time it takes at this stage the more likely it's going to be a 'slam dunk' leading to a relatively short time between the offer and getting it accepted.

What we can take away from these RNS extensions is that things are progressing albeit at a slower pace then most of us would like. On the other hand there could a third party involved that we do not know about...yet!

..........

Subsequent to the above; If there is another suitor in the wings they may be waiting for the prelims due end of March/early April. Also, perhaps, Madison Dearborn would want to see those figures too before they give the 'green light' as it could be career ending for anyone in Madison Dearborn promoting the deal internally should the Equals figures disappoint. However I would expect Equals would/could provide such data ahead of time under an NDA(?).

Ultimately neither party is under any pressure to get this deal done in an expeditious manner.

Last time I looked at the Takeover Disclosure Panel status there were nine companies under possible takeover prior to Equals making their initial announcement.

Just my $0-02 worth...

It was issued as an RNS Reach therefore, by definition, it has no material financial impact on the company.

It's a pre-pack so all of the liabilities and outstanding debts are usually written off with the exception of keeping existing staff employed.

"The sale and purchase agreement will almost always exclude any liability, on the part of the buyer, for most of the seller’s debts and other liabilities (except where the buyer, as a matter of law, is made responsible for the seller’s liabilities, for example under TUPE." Ref https://gateleyplc.com/insight/article/pre-packaged-sales-in-company-administrations/

'Why extend again and for a short period of time.[?]'

Because if an extension is to be made it can ONLY be given for a period of 28 days as per the Takeover Code (Ref: https://code.thetakeoverpanel.org.uk/tp)

Silence could be a legal strategy. Issuing statements and publicly commenting can sometimes work against companies in active lawsuits or legal disputes, especially if they have to later revise or retract their statements. Remaining silent may be advised by their legal counsel.

Statements may call more attention to the negative reports they wish to downplay. By declining media interviews and not posting press releases, may aim to draw less public awareness and scrutiny around controversies. However, this can also backfire once their silence itself becomes a story.

The BP Price is $35.74

The reason why the consolidation for DEC must go ahead is discussed in the Form 20-F

The rest of the negativity discussed about the consolidation is somewhat ludicrous from a financial perspective but clearly upsets those with cognitive bias wrt psychological anchoring. Such investors are advised to continuously review and challenge their assumptions, consider a range of outcomes, and focus on the current and future potential of investments rather than just past performance or initial impressions.

I think a few people are misreading today's' RNS

The advisor has not changed. Canaccord were already appointed on 26 March 2021.

Peel Hunt LLP were appointed as joint broker in 30 March 2023 and have now been ditched. Peel Hunt are in trouble having posted a loss and it's not looking so good for that company.

This is my understanding after reading through the Circular.

Depositary Interests (DI's)are being used to enable the duel listing.

It looks to me that the shares are being transferred to USA to avoid the creation of ADR's Ordinary Shares (other than those held by a Restricted Shareholder) will be deposited with The Depository Trust Company (“DTC”)

DI's are a financial instrument used to facilitate the trading of non-UK shares on UK stock exchanges. They provide a way for shares of a foreign company to be traded in the UK without the need to move the actual shares from their home registry. Here's a simplified explanation of how DIs work:

A depositary, typically a financial institution, holds the actual shares of the foreign company. The depositary then issues Depositary Interests that represent these shares. Each DI is equivalent to one share.

These DIs are then admitted to trading on a UK stock exchange. Investors trade DIs in the same way they would trade shares of UK companies. The trading, settlement, and custody of DIs occur within the UK's systems, making it easier and more efficient for UK investors.

Holders of DIs have rights similar to those of direct shareholders, such as voting rights and entitlement to dividends. However, these rights are exercised through the depositary. When dividends are paid, the depositary receives them on behalf of DI holders and then passes them on.

Having said all that, this will be transparent to all regular shareholders although there may be a few more hoops to go through if you are a restricted shareholder.

Also worth remembering that Avation had negotiated a 'very good' inflation price cap whereby they heavily implied is well within the current inflation environment making the rights more valuable. Furthermore the Purchase Rights cost no further money to maintain as is. Neither do they need to find any customers for utilising these rights as they can either form a JV or immediately sell the aircraft at delivery (as they have done in the past generating significant profit.

Furthermore they are believed to have the largest number of ATR Purchase Rights than any other lessor.

With constrained ATR production(~30 this year and hopefully rising to 80 in one or two years) the longer they maintain the rights the greater the value.

Nevertheless, apart from the two additional ATR's next year, organic growth of the ATR fleet appears to be muted for the next 18 months or so. Therefore am hopeful some jet narrowbodies will be added to the fleet.

K

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Does the right hand not knowing what the left hand is doing at Jefferies?

https://in.investing.com/news/diversified-gas--oil-plc-receives-investment-bank-analyst-rating-update-3595347
"A Jefferies analyst downgraded Diversified Energy Company (LON: DEC) from Buy to Hold with a price target of $1.10 " (90p)

Whilst ...
https://www.***************************/diversified-energy-company-plc-46.2-potential-upside-indicated-by-jefferies/4121114266

"Jefferies set a target price of 145 GBX for the company "

Published within 24 hours of each other.

Note issued by Zeus capital
https://zeuscapital.co.uk/log-in/research-portal-login/#/portal/zeus-capital

https://www.gov.uk/government/publications/powering-up-britain

The price of Lithium has an impact on the the NPV of Trident. TRR is currently worth around 20p/share less than at the time of the Thacker Pass confirmation. That will have an impact of raising finance in the future etc.,

Even the company themselves want the current share price to reflect NAV aspirationally x2NAV as per the big players, per their recent presentations.

So yes, lithium price does have a bearing on current share price valuations.

"Newly invested here I thought the dividend should of been today.does anybody know when it is ?"

Try looking at Dukes' website.

Rusty CEO (my transcribed notes):

“2023, of course, we're already three months in but just, it will be a transformational year for Diversified. I will make you that commitment. It will not, it will not be a quiet year by any stretch of imagination.

In fact, you know, I'm 100% focused on three year strategic plan that will give investors comfort around sustainability of cash flows, dividend we’re highly focused on that. Some of them, the main initiatives of 2023, obviously the US listing is of most important. It will get done, It will get done.

That's number one, The market is very active right now, Lots of chatter, lots of stuff, plus calls, lots of things going on, We'll be focused on strategic opportunities, to acquire assets to look at ways to as we talked about earlier, enhance production, but also scale up in the regions we operate today and there could be opportunities to merge and to do things that is a little bit outside the box of what we typically will do.

But there's everything is on the table this year, we believe that the opportunity set is large. The other thing that we were going to really focus on heavily in 2023, is finding ways to get that value from our undeveloped assets. So we're having conversations with multiple parties about ways to joint venture to, to find ways to, to extract that value out of the ???????.

So, we will see opportunities there and there will be ways to to do that and announcements coming For the analysts, you're going to be busy with us. There's going to be lots of activity that you're going to have to keep up with. For our investors. It's going to be a big ride this year, an enjoyable one.”

Couple of other major takeaways for me:

I was somewhat surprised that 2023 hedging (85-90%) is higher than the 2022 realised prices. That's a tremendous attribute (of course, the negative side is that 2022 hedge prices prevented substantial revenue increase, but that’s in the past; all done and dusted)

Also 2024 hedging (80%) is only 3% lower than 2021 i.e. $3.32 which I would hazard a guess is likely to increase over the next 18 months.

Debt ~55% reduction of total debt within next 4 years of scheduled repayments

Summary
Currently stable revenue largely locked in for next two years. Debt aggressively being paid down. A real decoupling of spot gas prices. Rusty seems to have hugely significant ‘transformational’ plans for 2023; and whilst you wait you get 15% yield!

Links:
Investor Call:
https://event.choruscall.com/mediaframe/webcast.html?webcastid=ipzi6cbA

Results Presentation:
https://d1io3yog0oux5.cloudfront.net/_1d920424f16d4223d51a5b35cf0f8cec/dgoc/db/557/4659/pdf/DEC+2022+Final+Results+Presentation.pdf
(pages 27-30 being the most interesting IMO)

Isn't the charge because it's not payable until 2024/5?

I would hazard a guess that the news as posted by Greener101 earlier today has highlighted the fact that deals can be done for the type of assets that JOG has.

https://www.reuters.com/markets/deals/norways-equinor-nears-deal-buy-suncors-uk-oilfields-2023-03-01/