Member Info for CheshireLad

In seriousness, the link to the Easter MP offer is, in part, a microcosm of the business that is THG and the synergies for MA alongside the beauty lines. MA was a wheeler dealer but like most on here has grown up over the years to be such a shrewd versatile operator who likes to use new approaches and is open to new ideas of doing business, and THG may just be his attempts to branch out an diversify further? I stated yesterday I wasn't sure if his intentions are hostile or not, nobody knows, as what we've seen since the Apollo ''no thanks'' knock back is surely by design?

Whether friend or foe to MM, MA will know it's not going to be anytime soon he's likely to make any serious returns in the high street or online fashion sector with Shein weighing heavily and impacting all high street and other online fashion retailers for the foreseeable. I'm sure MA and his son in law who may actually be pulling some of the strings here and bending MA's ear to the effect of something like:

''future diversification should be what THG has, however they doing it extremely poorly, we can do it better''

The above is stating the obvious but sometimes it may just be as simple as that (Occam's razor).

Who knows? Only MM, MA, and almost certainly his son-in-law, lets call him MM2 know their intentions. It should all become clear over the rest of the year....hopefully, as tiresome and drawn out as that it may become. Maybe we should message Frasers IR instead with how THG can be better ran?

GLA

Depends on the intervening time how many shares can be hoovered up out of the free float whilst at these low prices.

With 1.4 billion shares a buyer might be willing to pay a 100p, just depends on how much equity out of that 1.4 billion is left to purchase in order to go over the requisite threshold(s) and grab a near 2 billion a year company, now that debt has been kicked down the road The synergies for MA are all there to see, but he rarely goes big and I wouldn't expect that here. I see a carve up taking place before our very eyes. We are bottom feeders and will have no say in the matter, MM is heading off the inquisition before the AGM, but will we get to the AGM though? It's already been planned well in advance, the only thing that can stop MM is possibly MA, but after recent events I'm more inclined to think MA is not a threat. The only other threats are a left field bid to keep all major holders honest...cough, or a GameStop type of scenario leading to a dramatic reversal in the SP, post results, however that is also highly unlikely, post results will be a damp squib manufactured by shady MM and his cronies. The only thing we can do is try to hang on to their coat tails, the other II's don't seem to be bothered and who can blame them, this investment for them is like buying a lottery ticket and then winning one of the smaller prizes knowing you did ok to get something back.

GLA

GLA

On reflection this appears to being set-up for a take out.

By whom, when, and at what price is anybody's guess?

GLA

What the hell, In for another 30k shares.

GLA

Price has to be at least £1, when is the big question, could be years away and with 1.4 billion shares, although that might reduce with using the plc's own money....the irony.

So what level of outstanding shares not in his or any of the sycophants hands will a wholesale management buyout be triggered at you think? What level will MM will be looking at? 500 million, 600 million, 700 million shares at a £1 each?

GLA

Just to clarify, I don't actually see him leaving THG plc either, he is too much of a control freak to do so.

He needs to take another position within THG plc and I cannot see him remaining CEO of Thg plc beyond the AGM if the SP doesn't improve dramatically. With the equity raise and loan MM will now hold over THG plc, he may well feel he has enough leverage and control to step aside as CEO of THG plc, if not, there are some serious questions for him to answer at the AGM and if anyone dares to get blocked on LinkedIn then that question should be put directly to him as sending an enquiry to IR is pointless to say the least. If you're reading this Matt, I challenge you to answer that question without mentioned Arms length etc etc

GLA

Pearls, thank you for the reply, much appreciated.

Lets hope the SP appreciates also.

GLA

Reminder of RNS request to extend:

"Discussions are continuing and the Board of Wood has therefore requested, and the Panel has consented to, an extension to the date by which Sidara is required either to announce a firm intention to make an offer for Wood in accordance with Rule 2.7"

Pearls, I agree with all you are saying, I just don't like the way it's come about. Granted things take an awful lot of time, and longer than most would think to line up all the ducks and portray it as a reset of sorts.

What do you think about the continuing elephant in the room regarding the conflict of interests between Matts THG plc and Ingenuity roles, surely (on paper at least) that has to change and will be the next thing, which in itself could jump the SP 10-20% on it's own.

GLA

I've consoled myself and calmed down by spending £400 online with Timberland and also ordered some APN chocolate whey......that'll teach the little plonker about brand loyalty and awareness.

GLA....holding firm for anther year it seems (and Matt does quote a year in the LI post, time for bed starting to see things that aren't there now)

Doesn't mention that the debt is partly due to his own failings as a CEO of a Plc and the decisions he has signed off on since the IPO. Poor me stumping up, poor me for not taking a salary....as I get on my private jet to go on holiday.

May be he didn't take a salary due to himself not being able to look in the mirror knowing the poor decisions he has personally made have contributed to many thousands of individuals, and some of his friends, losing out on their investments. I was looking to hopefully not refinance my mortgage later this year, however, due to MM's poor management of THG plc and the total and utter share value destruction he has overseen (and now is benefiting from), I myself will be looking at refinancing on less favourable terms than I did 5 years ago, cheers Matt, you plonker!

GLA

FYI: LinkedIn post

"It's been a while...

Nobody warns you about the crushing burden of responsibility when setting up a business. It’s a lot like parenting. People say it’s magical, and from the outside it looks simple enough. But, in a blink, 4 kids had arrived before I realised I'd signed up to a lifetime of stress - each additional child exponentially increasing the worry.

Starting a business follows the same path. Before you know it, you're in above your head with growing numbers of staff and stakeholders. Like parenting, founders/CEO feel the burden of nurturing their corporate offspring, bringing solutions to challenges.

We all know the world is a volatile place right now – Trump has brought shock and awe to world order and financial markets alike. The resulting instability means very few deals are getting done in corporate land. People are naturally sitting on their hands to see how things play out.

But not even Trump knows if stability will return this time next year. Every action has a reaction, and Trump likes action. And so THG has decided to crack on anyway. This pm, we announced plans to refinance the Group's existing £760m banking facilities, which don't expire until the end of 2026.

Over the past few weeks we’ve worked with the debt markets to understand what a deal would need to look like to refinance our facilities early, on similar terms to our existing deal.

Given THG Ingenuity is no longer part of THG, we're planning a new £550m set of facilities, reflecting THG no longer funding Ingenuity's capex investments.

Achieving a similar interest rate as the pre-Covid “free money era” isn’t quite as simple. However, the feedback from debt markets has been that this should be achieved if THG raises £60m of equity.

And so, like any parent, I’m once again stepping up for THG. This time investing a further £60m into THG, underpinning the planned refinancing.

Joining the LSE 4 ½ years ago hasn’t proved too profitable for me or my family. I will soon have bought £110m of THG shares in less than 5 years. Despite the CEO role normally attracting remuneration of c£3m a year, since IPO I've waived all remuneration and expenses, effectively paying to go to work each day. I do get free coffee though ☕

Jodie and the kids are vocal in saying I’m an idiot for not taking the £15m in remuneration these past 5 years – they’re probably right. But everyone has their own take on parenting. In respect of THG, this is mine. Each decision, from investing £110m in THG shares, buying control of Ingenuity at the end of 2024, and waiving £15m remuneration since IPO, has been my best take on parenting my corporate offspring.

I’m not aware of anyone ever listing on the LSE and taking a similar path. Smart folk. I mean, why would they? Hopefully time will prove it's been a path worth taking 💪

(Pic is from this weekend's ski trip with friends. You can be certain a THG project will

The small print details:

Details of the other components of the Equity Contribution

Alongside the Equity Placing, the Company is to receive proceeds from:

i. An unsecured non-interest bearing Convertible Loan by Matthew Moulding which will raise up to approximately £54.6m

· The Convertible Loan will be convertible into newly issued Ordinary Shares at the Placing Price (or if the ABB terminates, at a price determined by the Company), subject to adjustment upon the occurrence of certain events, on or after 15 October 2025 conditional on shareholder approval to do so being obtained (at the Company's 2025 AGM).

· At the Company's election, the size of the Convertible Loan could be scaled back from approximately £54.6m by the amount of the proceeds raised from the Equity Placing.

· If it has not previously converted, the Convertible Loan is repayable on the earlier of 31 December 2030 and the date 12 months after repayment, refinancing or replacement of the TLB and RCF. It is also repayable on a change of control of the Company (or at the discretion of the Company, convertible into newly issued Ordinary Shares if the shareholder approval referred to above has been obtained at the time of the change of control).

ii. Paying up of partly paid shares which is expected to raise approximately £5.35m

· Paying up by Matthew Moulding of 17,420,740 partly paid F and G ordinary shares (expected to be 9,686,948 and 7,733,792 shares, respectively) and their conversion into Ordinary Shares.

Only if the ABB is terminated or otherwise does not proceed, Mr Moulding's commitments under the Convertible Loan, the Subscription Agreement and to pay up partly paid shares will be conditional upon the proposed Refinancing continuing to proceed as expected and not having been terminated prior to Admission.

The composition of the Equity Contribution, including Matthew Moulding's participation, will enable the Company to raise at least £60m as part of the overall Refinancing exercise.

Additional features of the Equity Placing

Following the Equity Placing, the Company shall be subject to a lock-up period of 90 calendar days following Admission, subject to waiver by Barclays, and to certain customary exceptions.

The ABB, which is available to qualifying new and existing institutional investors, will be launched immediately following the release of this announcement. The timing of the closing of the Bookbuild is at the absolute discretion of Barclays and the Company. The allocation of the Placing Shares shall be determined by, and at the absolute discretion of, the Company together with Barclays. Matthew Moulding and any conflicted directors in the Company will not be involved in the allocation process. The results of the Equity Placing will be announced as soon as practicable after the close of the Bookbuild.

MA could just be in for a trade, and was all along.

Hopefully a bid will arrive, MM won't have been diluted at a lower bid price due to his extra shares and outstanding loan. Got to hand it him, but I have a sneaky feeling some of the II made him stump up, if it was the case that makes me feel a little warmer inside.

GLA

MM also owning a convertible loan/bond circa £50, so will be receiving a nice coupon rate on that until 2029.

Even though this may turn out to be a prerequisite from the city as now in the FTSE, it smacks of self-preservation and all the bad things that come with toxic MM. Words cannot convey how I feel about him causing the total share value destruction in the company, but I’m assuming you can guess. Honestly the SFO should be all over the the mismanagement of THG over the past few years.

GLS

Always was my fear after MM selling down to fund Ingenuity he would be back somehow. The added caveat it could be seen as his THG plc Pac-Man defence before hopefully leaving his CEO role due to a conflict of interests.

MM just step back and go and play golf.

GLA

Roughly 200 million debt to be paid off using cash and of which £91.2 million can be from equity raise.

Does that equate out in value terms of the business? Therefore, the status quote remains.

Never a dull moment with THG, surely the SFO should be taking a look at the last 3 years?

GLA….we’ll need it

Read it correctly, it's not the pension scheme but the company share plan!!!!!

Computershare Trustees (Jersey) Ltd as trustee of John Wood Group PLC Employee Share Trust

Trustee is John Wood Group plc Employee Share Trust

MM and board just need to do their jobs properly and not get distracted or throw fancy curve balls, but importantly think they are something they are not. I've got news you are an online retailer.....NOW ACT LIKE ONE!!!!!

GLA

Sharebel will you stop with the FUD and the 1.4 billion, it's tedious and not accurate.

GLA