Member Info for Hedgehog100

You'd be hard pushed to find more confident-sounding outlook statements than BELL's recently.

But it's not just words: it's backed up by a new $55M. royalty deal, and attracting the investment of TMTA's billion-pound track record 'shellmeisters'.

And now with the requisite funding arranged, the company is all set to really start motoring.

BELL's market cap. could certainly be hundreds of millions within a few years I would think, and indeed this share looks to have excellent ten-bagger potential from its current level of just 27p.

13th Sep 2023 7:00 am RNS Half-year Report

" ... Post Period End:

Transformational Exclusive License and Royalty Generating Agreement with InnoMax

• Belluscura exclusively licensed its proprietary technology to InnoMax in China, Hong Kong, Macau and Singapore in a deal valued at $55m in minimum royalties over the term of the license ...

Adam Reynolds, Chairman of Belluscura, commented:

"The team at Belluscura has made considerable headway which will enable significant momentum in the business.

"We believe the signing of the groundbreaking Exclusive License and Royalty Generating Agreement with InnoMax, an affiliate of the world's leading electronics manufacturing company, will be transformational for the Group.

"Belluscura is, therefore, well positioned to achieve its expectations in the coming years. The initial response from the market in the Group's products is hugely positive and, as we scale up the business, we expect substantial growth over the coming years, leaving the Board highly confident in Belluscura's future." ...

Outlook

We have made considerable progress with building the foundations for significant growth in the coming years.

Trading since the period end is in line with our expectations for the full year, which is significantly second half weighted. Demand for X-PLOR®, which is predominantly a Direct-to-Consumer unit, is growing, and we expect that our affiliation with GoodRX, and our own direct sales will lead to significantly higher Gross Margins as we utilise the Company's previously high inventory levels.

The demand and orders already received for DISCOV-R are very exciting, and we believe the signing of the groundbreaking Exclusive License and Royalty Generating Agreement with InnoMax, an affiliate of the world's leading electronics manufacturing company, will be transformational for the Group.

The Company is well positioned to deliver substantial growth in the coming years, and we look forward to the future with confidence. ..."

https://www.lse.co.uk/rns/BELL/half-year-report-4yrkeunjaw1bwfs.html

13th Sep 2023 7:00 am RNS Half-year Report

" ... Additionally, the Company continues to drive innovation in telemedicine and artificial intelligence with its proprietary NOMAD biometric app. The NOMAD app will allow users of the DISCOV-R to track performance data on their concentrator and connected devices such as an Apple® or Samsung® Watch, FitBit® device or Nonin® and Masimo® pulse oximeters. The collective information can then be provided to a patient's healthcare provider in person or remotely.

The Company is already working on the next-generation NOMAD app that will alert patients when their blood oxygen saturation level has varied beyond parameters set by their doctor, which is expected to help patients better monitor their conditions, but also improve the efficiency of the device by delivering supplemental oxygen as needed. ..."

https://www.lse.co.uk/rns/BELL/half-year-report-4yrkeunjaw1bwfs.html

"BELL - onging together

Does the TMT Acquisition acquistion make sense?

THE OAK BLOKE

OCT 4, 2023

... I’m struck by the comment that their input will be highly useful. It suggests the “App” and Software side of Belluscura has further to run as I’ve theorised in past articles. ..."

https://theoakbloke.substack.com/p/bell-onging-together

This dovetails with part of the "Future Opportunities" section of the Belluscura AIM admission document, 24 May 2021:-

"Future Opportunities

Biometric Drug & Device Data

The Directors believe that following the launches of the products above, there is a significant opportunity to enhance these devices by collecting and collating Smart data.

Through the integration of biometric data from smart devices, Belluscura would be able to collate valuable clinical data to aid patients’ clinicians to better understand the use of the device and in turn allow clinicians to better assess their patients’ changing needs.

Integration possibilities include:

GPS Smart Watch Activity, movement, location, altitude, heart rate, stress levels, sleep patterns

Smart Pulse Oximeter Blood saturation - SaO2

Smart Inhaler Providing medication information

X-PLO2R (with Bluetooth) Oxygen flow setting and breathing rate

Collecting this information through a Belluscura COPD App the Company should be able to provide a fuller overall picture of a patient’s circumstances, activity and functionality to the clinician, making the X-PLO2R range of products a more valuable proposition.

Devices beyond X-PLO2R

Belluscura also has three further products in development, which utilise the same technology as the X-PLO2R but for larger units:

HO2ME HO2ME is a prototype of the X-PLO2R but is stationary and for home use. HO2ME is expected to be able to deliver 5-10L of continuous oxygen and is intended for Stage 4 COPD patients.

VENTO2LAT-R A non-invasive portable ventilator.

ECMO2 Device Extra-Corporeal Membrane Oxygen (“ECMO”) has for many years been used for patients with life-threatening hypoxaemia and hypercarbia. Positive outcomes by patients who suffered from SARS or Swine Flu has resulted in ECMO becoming a recommended treatment for patients with severe acute respiratory distress syndrome. Belluscura is developing a portable ECMO product (“ECMO2”) to serve this market."

https://api.mziq.com/mzfilemanager/v2/d/4ded0106-ef0f-40e7-b5cf-bca85c2594fd/32e973ea-fb68-d889-a030-50c914c1ff14?origin=1

https://www.belluscura.com/corporate-governance/constitutional-documents/

12th Oct 2023 10:56 am RNS Presenting at MelloMonday Investor Event

"Presenting at MelloMonday Investor Event

Newmark Security plc (AIM: NWT), is pleased to announce that the Company will be attending the MelloMonday webinar, on Monday 16 October 2023 starting at 5pm, taking place via Zoom Webinar.

Marie-Claire Dwek, CEO and Paul Campbell-White, CFO, will be presenting and taking questions from webinar participants at 6:15pm. If you would like to attend, you can register here for a free ticket for the event using code SHR100.

The recording will be sent out to all registrants within 48 hours of the event. ..."

https://www.lse.co.uk/rns/NWT/presenting-at-mellomonday-investor-event-j6hwkkgvkkxoztb.html

Based on 15 BELL shares for every 22 TMTA shares, the current BELL offer price of 31p, equating to 21.14p TMTA, is over 17% higher than the current TMTA offer price of 18p!

Of course both may be cheap, but why pay that much more when you don't have to?

I would add that TMTA's current mid price of 17p is less then its cash per share, for a cash shell where interest on its £4.7M. cash has been covering most of its costs (TMTA's directors aren't currently being paid ... which is in itself impressive & attractive).

And earlier this year TMTA's then three directors each bought 40,000 TMTA shares for 18.25p/share:-

4th Jan 2023 8:46 am RNS Director/PDMR Shareholding

https://www.lse.co.uk/rns/TMTA/directorpdmr-shareholding-2v5l6xkooafex1j.html

You will note from that RNS that TMTA directors Harry Hyman & Jonathan Satchell, both of whom have a billion-pound track record (which is a fairly extraordinary combination for a shell), each own getting on for about 5% of TMTA.

And out of all the multiple of offers they have received, they are putting their faith, and shares, into BELL.

Which is I think a pretty impressive validation of BELL's future prospects.

TMTA is I think the 'gold standard' amongst AIM's numerous very small cap. shells: the track record of its 'shellmeisters', and its relatively high level of cash, both marking it out as being a cut above the average shell.

So for BELL to have captured TMTA in the way it has is a major coup for the company, which bodes very well for its future prospects.

BELL has since moved up to 30p (29p - 31p), where it has closed, with TMTA still at 17p (16p - 18p).

So based on 15 BELL shares for every 22 TMTA shares, the current BELL bid price of 29p, equating to 19.77p TMTA, is about 10% higher than the TMTA offer price.

And it could be even more than 10% if you can get inside one or both prices.

And on the same basis, the current BELL offer price of 31p, equating to 21.14p TMTA, is over 17% higher than the TMTA offer price.

In summary:-

1. TMTA is potentially a significantly cheaper way into BELL than buying BELL directly.

2. Selling BELL to buy TMTA is a potentially attractive arbitrage play.

2nd Oct 2023 7:00 am RNS Posting of Annual Report and Notice of AGM

" ... Yellow Jersey PR Limited Tel: +44 (0) 203 2004 9512

(PR & IR)

Charles Goodwin / Dominic Barretto ..."

https://www.lse.co.uk/rns/NWT/posting-of-annual-report-and-notice-of-agm-sghtpliww02ys61.html

It's interesting, & potentially very significant, that NWT have recently started including the above PR-IR company as a contact in some RNSes.

(Only starting in the 17.5.23 year-end trading update RNS.)

Presumably they have only recently been engaged by NWT.

And they look a talented group:-

"ATTRACT INVESTMENT

Delivering a compelling equity story with clear messaging to attract and retain investment has never been more critical in a world of uncertainty.

Our dedicated investor relations team has extensive experience advising senior management teams and in-house IROs.

We can act as an extension to your current IR team, operate as a fully outsourced IR department or support important events and projects anywhere in the world."

https://yellowjerseypr.com/investor-relations/

Some extracts from Yellow Jersey's endorsements page:-

"CEO – ATLANTIC LITHIUM

“We appointed Yellow Jersey PR in the days leading up to our 2015 IPO. Fast forward to 2022, and I would not hesitate to recommend the team. Their total honesty and professionalism; their ability to work across our UK, Australian and African time zones and their clear-cut advice backed up by the ability to deliver sets them apart.”"

"CHAIR - RESTORATION PARTNERS

“Yellow Jersey is my kind of PR adviser. In our case, they viewed having deep media relations as mere table stakes. In addition to connecting us with a host of powerful press players, they provided the intellectual horsepower to help us mature our brand from personal to corporate. I recommend the team without hesitation.”"

https://yellowjerseypr.com/endorsements/

BELL has now moved up to 30p (29p - 31p), with TMTA still at 17p (16p - 18p).

So based on 15 BELL shares for every 22 TMTA shares, the current BELL bid price of 29p, equating to 19.77p TMTA, is about 10% higher than the TMTA offer price.

And it could be even more than 10% if you can get inside one or both prices.

The current BELL & TMTA mid s.p.s & spreads, with their equivalents based on 15 BELL shares for every 22 TMTA shares:-

BELL: 29p (28p – 30p): equates to 19.77p (19.09p – 20.45p) TMTA

TMTA: 17.0p (16p – 18p): equates to 24.93p (23.47p – 26.4p) BELL

The current BELL & TMTA mid s.p.s & spreads, with their equivalents based on 15 BELL shares for every 22 TMTA shares:-

BELL: 29p (28p – 30p): equates to 19.77p (19.09p – 20.45p) TMTA

TMTA: 17.0p (16p – 18p): equates to 24.93p (23.47p – 26.4p) BELL

Seaman,

There are different (though related) opportunities re the BELL-TMTA pricing relationship: the arbitrage opportunity, i.e. selling BELL to buy TMTA; and just buying TMTA directly instead of BELL.

The arbitrage opportunity looks to have closed, unless you can get well inside the spread the spread in each case, although there might be brief opportunities in the future when it temporarily reopens.

But TMTA is still potentially a significantly cheaper way into BELL than buying BELL directly.

The current BELL & TMTA mid s.p.s & spreads, with their equivalents based on 15 BELL shares for every 22 TMTA shares:-

BELL: 30p (28p – 32p): equates to 20.45p (19.09p – 21.81p) TMTA

TMTA: 18.5p (17p – 20p): equates to 27.13p (24.93p – 29.33p) BELL

Just added to NWT's website, an article that closely reflects a 9th. August Safetell article:-

"Insights

The convergence of physical and digital security: Trends and insights for business safety"

https://newmarksecurity.com/insights/the-convergence-of-physical-and-digital-security-trends-and-insights-for-business-safety/

"Integrating Physical with Digital Security: A Comprehensive Approach to Business Safety

09 August, 2023"

https://www.safetell.co.uk/insights/integrating-physical-with-digital-security-a-comprehensive-approach-to-business-safety/

A bit like a 'Mirror Man':-

https://en.wikipedia.org/wiki/Mirror_Man_(The_Human_League_song)

And I 'Keep Feeling Fascination':-

https://en.wikipedia.org/wiki/(Keep_Feeling)_Fascination

3rd Oct 2023 1:30 pm RNS Statement regarding possible offer

"Statement regarding possible offer for TMT Acquisition plc

The boards of TMT Acquisition plc ("TMT Acquisition") and Belluscura plc ("Belluscura") are pleased to announce that they have reached agreement on the key terms of a possible share for share offer for TMT Acquisition by Belluscura (the "Possible Offer"). ...

Terms of the Possible Offer

The proposed terms of the Possible Offer comprise the issuance of 15 new ordinary shares of Belluscura ("Belluscura Shares") in exchange for every 22 ordinary shares of TMT Acquisition ("TMT Acquisition Shares") equalling 18,750,000 Belluscura Shares (the "Exchange Ratio"). The Exchange Ratio would imply a valuation of 21.82 pence for each TMT Acquisition Share and a 24.7% premium to the three month volume weighted average price for TMT Acquisition Shares calculated for the period ending on 2 October 2023, the last practicable date prior to the announcement of the Possible Offer (the "Possible Offer Terms").

Accordingly, on the basis of the Exchange Ratio, the Possible Offer will imply a total valuation of GBP6.0 million for TMT Acquisition.

A compelling combination which significantly increases Belluscura's ability to execute on its burgeoning sales pipeline and strategy, creating considerable value for all stakeholders of both TMT Acquisition and Belluscura

Given the introduction and significant pre-launch demand expressed for the DISCOV-R product, building on top of the continued sales progress of the X-PLOR (as outlined below), Belluscura is seeking further growth capital to fund the increased working capital required to meet these growth opportunities. The funds available within TMT Acquisition (approximately GBP4.7 million), will provide the enlarged group with additional working capital, to help meet the planned growth through to Belluscura becoming cash flow positive, which the board of Belluscura expect to be by the end of the second quarter of next year. Following completion, the Belluscura board will remain in place and the directors of the TMT Acquisition board will step down from their roles.

Subject to the confirmatory due diligence required by Belluscura's Nominated Adviser (as is normal for the proposed appointment of any director of an AIM company), and agreement of terms in respect of the Non-Executive Director appointment letters, it is Belluscura's intention to invite both Jonathan Satchell and Paul Tuson, currently Non-Executive Directors of TMT Acquisition, to join the existing Belluscura board as Non-Executive Directors upon the Possible Offer becoming or being declared wholly unconditional, as the board of Belluscura believe each would make a positive contribution to Belluscura's board given their experience and expertise. ..."

https://www.lse.co.uk/rns/TMTA/statement-regarding-possible-offer-nur02g12awg9ixs.html

These are what look to be three BELL-TMTA arbitrage trades on Thursday:-

Belluscura (BELL)

Date Time Trade Prc Volume Buy/Sell Bid Ask Value

05-Oct-23 12:31:16 32.7501 7,500 Sell* 32.00 38.00 2,456 O

05-Oct-23 10:39:32 32.722 7,377 Sell* 32.00 38.00 2,414 O

05-Oct-23 10:38:50 33.00 30,000 Sell* 32.00 38.00 9,900 O

TMT Acquisition (TMTA)

Date Time Trade Prc Volume Buy/Sell Bid Ask Value

05-Oct-23 12:31:55 20.40 12,000 Buy* 19.00 21.00 2,448 O

05-Oct-23 10:40:31 19.80 50,198 Unknown* 19.00 20.00 9,939 O

05-Oct-23 10:41:02 19.80 11,464 Buy* 19.00 20.00 2,270 O

The seller of the 30,000 BELL trade looks to have bought 50,198 TMTA with the proceeds.

On the basis that TMTA shareholders will receive 15 BELL shares for every 22 TMTA shares, this trader should receive 34,225 BELL shares for these 50,198 TMTA shares.

I.e. a likely free 4,225 BELL shares: worth £1,394 at the current BELL mid price of 33p.

And if Jonathan Satchell 40-bags BELL, as he did with Learning Technologies Group (LTG), 4,225 BELL shares could be worth over £50K.

Which wouldn't be a bad return for what looks to have been an essentially a risk-free arbitrage trade!

The BELL-TMTA arbitrage benefit has now narrowed, but the window of opportunity is still open.

Logically though you would expect it to narrow further and close, due to further arbitrage trading, & investors buying TMTA as a likely discounted route into BELL.

"Automatic Door Repairs

... Emergency Automatic Door Repairs

An automatic door which malfunctions can pose an immediate safety hazard and be inconvenient for building users. Safetell provides rapid response emergency automatic door repairs to get your doors in full working order again as quickly as possible.

Commercial Automatic Door Repairs

Commercial buildings depend on the safe, reliable and efficient operation of their automatic doors. If your doors break down or have problems with their operation, it can be inconvenient and costly. Our team of engineers can be on-site quickly to ensure that your doors are operating safely and efficiently. With our ‘repair not replace’ ethos we won’t charge you for new parts when existing components can be repaired. ..."

https://www.safetell.co.uk/insights/automatic-door-repairs/

"Automatic door repairs London

05 October, 2023

... Automatic door maintenance in London

London is a city that is constantly moving, meaning that businesses, commercial spaces and public facilities need to ensure convenient access. One of the means through which this is achieved is by automatic doors. These enable speedy and convenient access and exit from a building with the minimum of fuss.

Ensuring that automatic doors operate effectively and safely as and when needed, even in the busiest environments, requires regular maintenance. This plays a vital role in preventing unexpected breakdowns and extending the lifespan of automatic doors.

Routine automatic door maintenance will typically include inspection, lubrication, adjustment, and testing of door components to identify and then address any potential problems. This ensures that any developing issues are spotted early on and then addressed. Automatic door service London technicians will also conduct comprehensive safety checks to ensure that doors comply with the relevant industry standards and regulations.

Our automatic door London repair service

At Safetell, we understand the importance of well-functioning automatic doors in both commercial and residential settings in London. Our team of highly skilled technicians have years of experience and offers comprehensive automatic door repair services to businesses and property owners.

We work swiftly to diagnose and rectify any issues, reducing downtime and quickly restoring access.

Remember that regular maintenance helps to maintain the optimal performance of your doors for longer. Regular maintenance and servicing should be a part of your overall building maintenance strategy. This not only ensures that a vital part of your building systems is working effectively, but it also reduces costs over time. ..."

https://www.safetell.co.uk/insights/automatic-door-repairs-london/

Safetell's website has just put a further four new articles on automatic doors at the top of its "Insights" section:-

"Insights

Keep up to date on our product news, business announcements and industry-related content on how to effectively and efficiently secure and maintain your organisation."

https://www.safetell.co.uk/insights/

Here are some extracts from a couple of the articles:-

"Automatic Door Repairs

05 October, 2023

Automatic doors are an essential part of modern-day infrastructure. They are a convenient addition to a wide range of different buildings, widening accessibility while aiding security and energy efficiency.

Automatic doors have to work hard, particularly in places with a high footfall. Over time, moving parts and other components can be subject to wear and tear. Add to that weather conditions, accidents and impact, all of which can eventually lead to breakdowns and the need for repairs.

Automatic door repairs and maintenance ensure that your automatic doors keep working efficiently for longer, extending their service life and minimising the risk of unscheduled downtime. ...

Do you need automatic door repairs?

Regularly serviced and maintained automatic doors will continue to work efficiently for many years. Key to a long service life is ensuring that any potential problems are identified early.

There are several signs that can indicate you need to consider automatic door repairs. These include:

• Slow or Delayed Opening/Closing ...

• Partial Opening/Closing ...

• Intermittent Operation ...

• Misalignment ...

• Visible Damage ...

• Obstruction Detection Issues ...

• Leaking Air/Water ...

• Electrical Problems ...

• Noisy Operation ...

Automatic Door Repairs & Maintenance from Safetell

Even with regular preventative maintenance automatic door repairs are sometimes still required to keep doors working safely and efficiently.

At Safetell, our team of professional engineers can carry out timely automatic door repairs to keep them operational. We help to minimise door downtime and the added inconvenience of faulty, unreliable automatic doors.

Regular maintenance can help to minimise the risk of automatic door failure and give you confidence that your doors are safe and working efficiently.

We offer two maintenance and repair packages for our clients. Progressive Service is non- contracted, purchase order-based option, which allows clients to benefit from Safetell’s service and maintenance offering without fully committing to a contract.

Proactive Service is a contracted alternative, which offers returning clients the peace of mind of enhanced response times, discounts on parts, and reduced rates on call-out and repair fees.

Contact us to find out more. ..."

https://www.safetell.co.uk/insights/automatic-door-repairs/

"BELL 35p (31p - 38p)."

That should of course say:-

BELL 34.5p (31p - 38p).

Current s.p.s today:-

BELL 35p (31p - 38p).

TMTA 19.5p (19p - 20p).

On the basis that TMTA shareholders will receive 15 BELL shares for every 22 TMTA shares, the current TMTA offer price of 20p/share equates to a BELL offer price of 29.33p/share, i.e. 22.82% less than the current BELL offer price of 38p.

Or to put it another way, the current BELL offer price is 26.15% more.

Why pay that much more when you don't have too?

And there looked to be a few BELL-TMTA trades yesterday that were taking advantage of this attractive arbitrage play, albeit the differential isn't as great if you are selling BELL first to buy TMTA.

"Hedgehog, Harry Hyman isn't joining BELL's board."

No Agricore, he's not.

But the impressive track record of TMTA's 'shellmeisters' is relevant anyway.

Because the fact that people of their quality have agreed to a takeover by BELL is a very bullish endorsement of BELL's prospects.

From helpful the article you posted - thanks for that:-

"The only risk to this 9% upside is the deal falls through and then you're stuck with a holding without a purpose."

https://theoakbloke.substack.com/p/bell-onging-together

In my opinion, there's little chance of the deal falling through, because it isn't reliant upon raising any more funds.

And I can't really see that BELL would fail due diligence either. Though in theory, if it did, TMTA shares would likely hold up better than BELL, because of TMTA's cash underpinning.

In addition, TMTA would find another deal, possibly at an even higher premium.

It look to me that BELL are getting TMTA relatively cheaply, as the percentage premium over TMTA's cash isn't high for a RTO deal.

I think that TMTA have probably agreed to relatively generous terms because they think that BELL is a particularly good opportunity.