Member Info for Dartron

If you were sinical: CEO & CFO due share awards for historic performance over last 3 or 4 years (justified IMO). Large holders "Were not happy with dilution (due to share awards)". Board "Ok, well do a buy back so there is no dilution". Board to market "Trading has started slower than expected". Shorts pile in. Price collapses. Board purchase large amount of shares using buy back, at knock down prices - and buy some for themselves - which they are obligated to own. Trading probably better than was communicated (perhaps due to dates of Xmas, expected to be late). Board have played market and shorts to gather 10M shares which can be used for future awards - more than oversees the upcoming awards. Shorts make money. Traders make money. Come February, price will be back nearer £1 IMO, and all of this will be forgotten about.

Notice the trading update coincides with the buy back ending. Hopefully they are planning to buy some more shares before they put the price up 😉

GLG reducing their short. Credit to them, holding this when it was £2.50 with take over rumours swirling. That is some serious conviction. I think I worked out it was £40,000 per point. They have obviously cleaned up big time. Since they seem to know how to play this, reducing the short must be seen as positive.

Wasn't familiar with VID. From a quick dig, VID has already raised money in 2025 at 85p share (now 11p). Both companies have over £100m of debt. Looks like VID arrived at this point after 1) a placing, and 2) a sale of a business. It must have been seriously messed up to end up at 11p after a raise at 85p 6 months ago, and I have to wonder what would be different going forward for VID after the next raise. VID made an operating loss of 7M in H1 from 115M revs - thats quite something. It tells you that a placing alone is not going to be solution. An operating margin of -15%. Wow. They seem to be proud of launching a tripod! "Manfrotto ONE, 'new to world' hybrid tripod, successfully launched". They are up against Tariffs.. "The cost impact of the elevated US tariffs have largely been passed through". -6M on debt, -5M on restructuring, -5M on refinancing = -13M FCF, wowzers.

I am not holding a torch for Iomart, I have a minimal punt invested here now, but I am well researched about it. I would say Iomart is a way better prospect than VID. At least with Iomart, you have 2 businesses that are profitable in their own right. Yes a weak balance sheet, but importantly, its already been refinanced, and is not breaching covenants (yet!). Iomart still have the ace that VID played, where they can sell a business and hopefully reduce debt. I didnt get to the bottom of what was the original drain on cash for VID (before the debt), but Iomart are suffering from high capex, and this could be rained in if they consolidated the data centres.

Didnt look at the register for VID, but with Gresham here at 25%, I think if there was dilution it would have to be sensible or Gresham would block it. It would make more sense here to get this sold, before it gets to the state of VID. I would say that is an option iomart have. I didnt dig enough in to VID to really feel what value (if any) there was in the business. Though, I do know there is a lot of overlap from other suppliers on things like Cameras and Autoprompts. If I have time, I will look further, you learn way more investigating a VID than you do a successful company.

VID is a useful case study — not because iomart resembles it, but because it shows what happens after a company exhausts its options. VID has already raised equity, sold assets, restructured, refinanced… and still ended up at 11p with negative operating leverage. iomart hasn’t pulled those levers yet. That doesn’t make iomart safe but it does mean it still has agency. VID doesn’t. I think Iomarts purchase of Atech was the pivot that VID did not make.

Why would anyone want to invest in these businesses (Claires and Factory shop) both things you just buy on Amazon now. I cant see them being saved from administrators. Neither store has any edge or relevance on todays high street.

The two chains, which between them trade from just over 300 stores and employ about 2,500 people, are both owned by the investment firm Modella Capital. It snapped up both TOFS, which was already on the brink of collapse, and Claire's, which had called in administrators, in separate deals over the course of several months last year. Sources said that a combination of government policy, with a significantly increased tax burden on the retail industry, and demands from landlords to take back swathes of Claires' and TOFS' shops, had rendered the future of both chains in their current forms unviable.

If it is good news, are you able to name anything the last chairman actually did over the 15 years that he drew a salary?

On behalf of the Board and all at BATM, I would like to thank Gideon for his tremendous contribution since joining as a director in 2010 and assuming the role of Chairman in 2015. During this time, we have transformed as a business and he leaves BATM in a much stronger position...

How is BatM stronger now? The Ex CEO just hived off the diagnostics part for himself. Taking a view over the last 10 years, what has actually been achieved here? A share holder who paid 15p in 2015, has lost out in real terms when we adjust for inflation. Or is the RNS just blatant gas lighting, and they mean that Gideon himself leaves BatM in a much stronger position.. There have been virtually no share holder returns in that time. Even a regular uk bank account would have outperformed BatM as an investment.

Share price in 2015 = 15p. Share price in 2025 = 15p.

2015 numbers

--------------------

Group revenues of $97.1m (2014: $109.2m);

· Gross margin of 31.8% (2014: 31.2%)

· EBITDA of $2.5m (2014: $0.9m)

2025 numbers

--------------------

Revenue 117.3

Gross profit 36.8

Gross margin 31.4%

Adj. EBITDA** 8.1

It doesnt feel like fresh supply to me (more like thin liquidity / lack of interest). I have got some real bargains on many stocks last 2 days - this is the time to deploy capital!

To be fair to CARD they have dug deep and bought back a lot of stock recently. If they can get up to 10M shares by end of January that would be impressive though probably a tall order. I hope they do prioritise purchasing shares, because sub 70p is very accretive IMO. Shorts have probably already booked profits here, they will be on the way out now, not digging in - the risk reward down here is stacked in favour of the longs. Card usually put out an update in Jan, but I cant see any fresh bear case, given they have already warned. I hope to grab a few more for income, if I can free up some funds.

They hold nearly 5M shares now in treasury, more than enough to make share awards for a few years to come. If they keep buying in to January as planned, then they might be able to cancel a few as well, or keep them retired in treasury. Should help EPS a bit, and at 70p very accretive. From what I can see the awards are only 1.25m shares total to the CEO and the CFO - not that much really on this size cap.

Im not really qualified or researched to comment on the track record of management vs the acquisitions that you mention. That's not to say that I didn't appreciate your reply. Its just there isn't anything in there I can really comment on. Maybe being as informed as you are, perhaps this is not a trade for you. I think you will be second guessing it all the time. I see it as fairly straight forward, asymmetric pay off. No idea if it will happen or not. So only real loss is opportunity, which is acceptable.

GGG, im not too bothered TBH. I am holding spire mainly as a take out candidate, I think there is a good chance that it could happen. At the current price the R/R is very asymmetric, so again not much to worry about. Spire is not a good investment for the public market, I agree. I doesn't return much to share holders for one thing. The business model doesn't work as it currently is - which is mainly doing work for the NHS. This is why I think a take out is likely as a private operator can change the model and use an insurance funnel etc. Then be less reliant on the NHS, and then improve margins etc.

Im on the fence about the management, Justin Ash looks like an M&A guy to me, so it remains to be seen what he can achieve. As for 2019, for me that is irrelevant as it would be on 90% of stocks. I did not follow spire until about 2023. I am only invested here because it is now a special situation, and ergo, there would be some negative history in any special sit. There is a little more to the story which it sounds like you may not know, such as Harwood (5%), siding with other share holders (most likely Toscafund + Bridgemere (20% combined)) and agitating for shareholder returns. The activists I would say hold around 25%. Then you have Mediclinic, who did bid before and they hold 29%. The rest are just regular funds - though a few value investors have been adding, Janus H, Gresham. We are well under book value of the property now, so it must provide some kind of limit to the down side. If there is no sale, and I sell out in 10 months at £1.80 then its no big deal to me. I have been watching the Form 8.3's carefully and I can tell you that only one party has reduced so far and that was FIL / Fidelity. They are more index based, rather than specific investor so I am not taking much notice. Most people feel the sale process will be very slow, so we could be sat here for 3 months or so. But at some point, either there is interest or there isnt, that is as much as I can say. I did think your criticism of management was a bit rich, given that you seem to pick some questionable outfits to invest in. I don't feel like that here, and the register tells you that most others are happy too. The following list are the active form 8.3's and only FIL have meaningfully reduced.

Blackrock 3%

Dimensional 3%

Vangaurd 3.57

Janus Henderson 1.2% - Adding

L&G 1%

M&G 1.3% (slight trim on day of drop from 1.5%)

Gresham 1.59% - Adding

FIL reducing from 9% to 4.5% currently.

then the long term holders.. Harwood, Toscafund, Bridgemere, Mediclinic, etc. (Also Shcroders, but they are just holders who have been inactive)

Also interesting that Fidelity was one of the shareholders that blocked the sale to Ramsay health care, due to the offer being under valued. Yet now they are selling out under £2. I guess they wont veto any offer this time, if they remain invested.

GGG, I am assuming that you like any other PI also cannot see behind the curtain. Also in your post, you are talking about 2019 - pre covid. Does this really have any relevance to todays operation. You might be right, but I think the likes of Harwood and Bridgemer get to see behind the curtain more than you do, and they are still on board. Perhaps you should save your management concerns for TXP and TIG, nether of which even use a curtain.

I wouldn't muddle PE with a healthcare buyer. All the approaches so far have been from healthcare providers. If anything they can instantly unlock value, rather than unlock liabilities.

My investment thesis is: spire = low earner / low ROE due to hands tied by NHS - reliant on NHS staff and contracts. Private buyer (just for example - Bupa / Ramsay) has the infrastructure of being able to attract more paid work (via insurance funnel), and will not be reliant on the NHS. Therefore will be able to reprice NHS work, and basically tell them 'take it or leave it'. At which point UK gov, will have to take it. So in terms of your asset worries 404/OF, they go away once a private buyer can utilise them properly. I said it before, but the short sightedness of the UK gov by their frugality means they will lose spire, and end up paying more to use their facilities. They could also end up losing consultants. I also think its why a deal is very likely. I checked and the CMA had no problem last time there was an offer. Spire feels like an AIM stock where investors are subsidising the business (not being rewarded).

Oh, and Justin Ash is from the right background for M&A (I got that wrong before) He over saw a sale to Bupa of a dental business. I was pleased to see that even before that, he is from the M&A background, not necessary health sector.:

CEO of Oasis Dental Care (2008–2017) and then led its sale to Bupa (that’s the big one — he’s literally done “build + exit to a strategic buyer” before).

Before that he was Managing Director of Lloyds Pharmacy, plus senior commercial roles at KFC UK/Ireland and Allied Domecq Spirits & Wines (Europe) — i.e., he’s comfortable running multi-site, regulated-ish, customer-facing ops where scale + margins matter.

Earlier career: Bain & Company (London & Paris) — classic background for “strategy + value unlock + corporate action thinking.”

I have not been able to find any online video yet, and it looks like it was not an investor meet that they did on the 3rd. Can any one set me straight on what and where I need to look. Thanks.

2) only the NHS side was weak - a private operator would not have to bow down to the NHS. Its literally like UK government are causing this great facility to be taken private, and then they will lose it. Just like the water boards, the steel industry, the railways. Their frugality when it comes to Spire is mispricing the asset so much that the upside for a private operator is huge, and the price tag is low. I cant see how it will remain listed - it doesn't work in its current form - just look at the trading update. UK citizens will ultimately lose out, when the operator is able to refuse NHS work, or rather reprice it.

Laura, the major holders fall in to 3 camps: (1) the activists: Toscafund and Bridgemere tend to operate in concert, and would be described as activist. Then Harwood took 4%, some of it through his new investment trust vehicle Achilles (which has the mandate of being activist to unlock value, seems to focus on property, recently was involved in London Metric all-share merger terms for Urban logistics REIT). 24% are Activist, pushing for unlocking value.

(2) Mediclinic are the historical major shareholder, and have tried to bid for Spire before.

That stake dates back to 2015, when Mediclinic (via its shareholder group) bought ~29.9% from funds managed by another private equity owner. Because of that size, Mediclinic is widely considered the largest single shareholder of Spire.

Mediclinic has previously proposed acquiring all of Spire — back in 2017 they made a takeover proposal (cash + shares) to buy the remainder of Spire. That 2017 proposal was rejected by Spire’s independent directors. - 29% would be described as the most likely acquirer.

- Note that There was another serious approach around 2021 at ~250p, and the bidder was Ramsay Health Care.

- Note that There was a rumour in 2024 about Narayana Health was in talks about acquiring a stake in Spire Healthcare.

(3) The remainder FIL, Vanguard, Schroder (Also Blackrock on the register 3%, and M&G 1.4%) are just funds along for the ride and will most likely agree to any decent offer. There will also be a lot of smaller positions from uk fund managers that are below the threshold, for example Richard Penny was talking about Spire on Vox. (Oberon UK Special Situations).

Bridgemere:

Steve Morgan is an entrepreneur, a philanthropist, and Chairman of Bridgemere. At the age of 21 he established the housebuilder Redrow, which he grew to be a FTSE 250 company, and one of the UK’s most successful homebuilders. Bridgemere disclosed ~5.57% in an RNS and is a material holder. I cant remember whether it is Toscafund, or Bridgemere, but one website list the % as both holdings combined.

This was actually a pretty decent update… wrapped in Spire’s usual gloomy wrapping paper

Spire beat the street on operations, held margins, got its cost programme firing, and confirmed that multiple bidders are literally in discussion.

Only the NHS side is weak — which we already knew. The kicker is the last section:

“We have commenced discussions with a number of parties… which may include a potential sale of the Company.” Translation: the process is live. Not hypothetical.

ps, Laura, well done on WHI. I hope you held that all the way. You were lucky that Eugene Griffiths stepped in and blocked the AUM move to Oberon, but fair play. Before he disclosed his hand, it was a high risk, high reward gamble that came off. Spire is the other way, its almost a certainty that:

1) Price will rise (from my own data flow analyses there have been no large sellers, only retail got rinsed!)

2) Spi

I am not making a comment on the timing of the RNS, but more generally, but I have long thought that the CEO is the wrong person to be in charge

Justin was previously chief executive of Oasis Dental Care between 2008 and 2017 before leading its sale to Bupa. Prior to this, he was managing director of Lloyds Pharmacy and has held several other senior retail positions including general manager of KFC in the UK/Ireland, and commercial director of Allied Domecq Spirits and Wines (Europe). Justin was previously a senior consultant with Bain and Company in London and Paris, and a non-executive board member and chair of the audit and risk committee of Al Nadhi Medical Company. He was chair of Independent Healthcare Providers Network until December 2020 and is a trustee of Fraxinus Trust and chair of the Freemasons Fund for Surgical Research.

From my quirky chat GPT:

PE approaches AMS like a couple that keeps almost getting back together:

Montagu looked → walked.

Inflexion looked → walked.

The board is known to be price sensitive.

Valuation expectations tend to be closer to 300p+.

The sector is defensive, so AMS doesn’t need saving — they can just say “nah we’re good.”

RSI under 20 on a UK mid-cap with: strong assets, stable EBITDA, activists circling, takeover process ongoing, no debt crisis, no fraud, no dilution coming is VERY rare.

RSI 17 is “something stupid is happening with flow, not fundamentals.”

It’s below replacement-cost valuation

EBITDA multiples become silly

Private-pay segment is strong

Property estate adds a hard floor

NHS weakness is temporary

Long-term buyers LOVE hospital freeholds

Got a shed load at 179.6. I dont think they liked that!