Member Info for Hedgehog100

The cash shell ROC (a similar shell to ARA) yesterday announced a proposed RTO at 7.86p: a 67.23% premium to its 4.7p suspension price:-

15th Nov 2022 3:56 pm RNS Potential Reverse Takeover & Suspension of Listing
"Rockpool Acquisitions Plc, the Special Purpose Acquisition Company ("SPAC") formed to undertake the acquisition of a company or business headquartered or materially based in Northern Ireland or alternative transactions with suitable targets, including those that may not have a direct connection with Northern Ireland , has entered into heads of terms ("Heads") relating to the proposed acquisition (the "Acquisition") of the entire issued and to be issued share capital of Amcomri Group Limited ("Amcomri"), the holding company of a fast-growing, acquisitive group of quality UK Engineering and Manufacturing businesses. ..."
https://www.lse.co.uk/rns/ROC/potential-reverse-takeover-suspension-of-listing-ryf9u6tg0kix1sg.html

"It is certainly nonsensical to claim that because Azerbaijan did not work out three years ago that Benin, Tilapia, Yemen, Egypt, Tunisa and Italy will all fail in the future."

I couldn't agree more MG.

And the SIX countries that ZEN is now targeting is clearly a nice level of diversification.
(Of course some people are now saying that it's too much ... which I think just shows how easy it is to bash a company!)
Moreover, two of those (Italy and Tunisia) are now generating fantastic revenue and profits for ZEN, which they certainly weren't a couple of years ago, and ZEN's imminent interim results will highlight just how transformative this success has been for the company's results.

Yemen looks the riskiest of the six, but with the potentially enormous rewards that could come from being an early mover on this part of the Arabian peninsula.
Those with long memories may recall Ramco Energy's success in opening up Azerbaijan to western O&G investment in the 1990s, brokering what was called 'the contract of the century'.
This helped fuel its share price to a more than 50-bagging, and in 2000 it sold its 2.08pc stake in Azerbaijan's offshore fields to Amerada Hess for US$150M.

"Amcomri Group
Industrial Machinery Manufacturing
London, England 261 followers
Quality British Specialist Engineering and Manufacturing companies

About us

Amcomri Group is a fast-growing, acquisitive group of quality British Engineering and Manufacturing businesses. Acquiring businesses through retirement or other SME disposals, the Amcomri Group team has a wealth of experience in optimising performance and enhancing synergies between businesses.

The engineering group is focused on infrastructure obsolescence and maintenance in the power generation, railway, water and petrochemical sectors whilst also providing capital equipment to manufacturers of printed circuit boards.

Our automotive division manufactures parts and provides restoration and all forms of mechanical, electrical and coachwork services for classic cars of any era.

Amcomri’s manufacturing division provides windows, doors and kitchens into the U.K. consumer and construction sectors. Our most recent acquisition added Premier Limpet, the UK’s largest manufacturer of printed adhesive tapes to the manufacturing division.

The acquisitions team has continued to execute on opportunities throughout the COVID period with four acquisitions completed in the first half of 2021 alone and has continued into the second half with another two transactions completed. 2022 has begun with two further acquisitions in our electronics division.

Website hxxp://www.amcomrigroup.com

Industries Industrial Machinery Manufacturing

Company size 1,001-5,000 employees

Headquarters London, England

Type Privately Held

Founded 2010

Specialties Automotive, Classic Cars, Engine Reconditioning, Rare Parts, Valve Reconditioning, PCB equipment, and Performance cars"

https://uk.linkedin.com/company/amcomri-industrial

If ROC hadn't been suspended yesterday, it would probably have been yesterday's second top riser (behind BSFA, another RTO, which more than doubled yesterday).

And Amcomri looks a great RTO: an exiting, fast-growing venture, with the sort of revenues and profitability that investors are currently prioritising, but still modestly valued.

It also looks like exactly the type of business that could really benefit from a stock market listing, leveraging its listed shares to further execute its 'buy-& build' strategy, taking advantage of the sort of depressed valuations that challenging times always throw up.

It certainly seems to have the potential to move up strongly from the 7.86p RTO price, both in the short term after intended completion, and in the medium and longer term after that too.

16th Nov 2022 2:10 pm RNS Payment of multi-currency bond coupon

"Zenith Energy Ltd. (LSE: ZEN; OSE: ZENA), the energy company with proven revenue generating production, exploration and development assets in Africa and Europe, announces that it has made coupon payments, in full and on time, in respect of the following multi-currency Euro Medium Term Notes the Company has listed on the Vienna MTF of the Vienna Stock Exchange:

• Zenith 10,125% EUR - N.22-26/S5 (ISIN: XS2478298909)

• Zenith 10,5% GBP - N.22-26/S6 (ISIN: XS2478299030)

• Zenith 10,375% USD - N.22-26/S7 (ISIN: XS2478299113)"

https://www.lse.co.uk/rns/ZEN/payment-of-multi-currency-bond-coupon-t3468xlgpug2j7k.html

Well done to ZEN.

This is precisely what investors want to see in the current risk-averse environment, and it puts many other companies to shame.

I would expect another ZEN credit rating upgrade before the end of this year.

15th Nov 2022 3:56 pm RNS Potential Reverse Takeover & Suspension of Listing

" ... The terms of the Acquisition value the existing issued share capital of Rockpool at £1m, or approximately £0.0786 per Ordinary Share.

In accordance with the intention set out in the Company's prospectus published at the time it came to the market in July 2017, the founders of the Company, Neil Adair, Mike Irvine and Richard Beresford, will be granted 5 year options to acquire 10% of the post-admission fully diluted (including by the exercise of those options) Ordinary Share capital at a price of £0.15 per Ordinary Share, representing a 90% premium to the price at which the Amcomri acquisition values the Ordinary Shares.

As mentioned above, as well as being subject to contract, the Acquisition is subject to certain conditions, including obtaining of a whitewash under Rule 9 of the Takeover Code, there being no adverse change or deterioration in the business, assets, financial or trading position or prospects of Amcomri or its subsidiaries between the date of the Heads and completion which is in the reasonable opinion of the Rockpool Board, material and on due diligence. Under the Heads, Rockpool has agreed to indemnity Amcomri for up to £50,000 in relation to the costs of pursuing and negotiating the transaction should the transaction not complete in certain circumstances. Amcomri has also agreed to indemnify Rockpool in relation to its costs should the transaction not proceed to completion for certain reasons.

The Acquisition, if completed, will constitute a Reverse Take Over ("RTO") under the Listing Rules. Therefore, the Company has requested a suspension of its listing pending either the issue of an announcement giving further details of the RTO, the publication of a Prospectus, or an announcement that the RTO is no longer in contemplation. The suspension will take effect immediately.

Mike Irvine, co-founder and Non-Executive Director of Rockpool, said: "I am delighted that we are able to announce the potential acquisition of Amcomri which is intended to see Rockpool transform from a SPAC into a profitable trading enterprise. Amcomri's track record of successfully acquiring businesses and its wealth of experience in optimising business performance when combined with the opportunities for further acquisitions that a listing should provide, make the Acquisition a transaction that should create value for both the Rockpool and Amcomri shareholders."

https://www.lse.co.uk/rns/ROC/potential-reverse-takeover-suspension-of-listing-ryf9u6tg0kix1sg.html

15th Nov 2022 3:56 pm RNS Potential Reverse Takeover & Suspension of Listing

"Rockpool Acquisitions Plc, the Special Purpose Acquisition Company ("SPAC") formed to undertake the acquisition of a company or business headquartered or materially based in Northern Ireland or alternative transactions with suitable targets, including those that may not have a direct connection with Northern Ireland, has entered into heads of terms ("Heads") relating to the proposed acquisition (the "Acquisition") of the entire issued and to be issued share capital of Amcomri Group Limited ("Amcomri"), the holding company of a fast-growing, acquisitive group of quality UK Engineering and Manufacturing businesses.

The group consists of nine SMEs acquired over the past five years in those industrial sectors, and has a wealth of experience in optimising business performance.

The Group primarily provides a range of specialist engineering and equipment services to the power, rail, petrochemical, process and production electronics industries in the UK and Ireland. Within these sectors it offers a range of services and equipment to allow asset owners to extend the operating life of key high value critical assets or associated infrastructure.

More recently it has established a second focus area in specialist printing in which it owns a further two operating companies, its most recent acquisition in this sector being Bex Design & Print Limited, a 35-year-old specialist screen and digital print business supplying into the electronics and other industries.

The Heads provide that the transaction will be subject to a number of matters including the negotiation of a formal sale and purchase agreement. The consideration for the Acquisition if it is concluded ("the Price") will be £22,340,625 (based on the forecast pro-forma aggregate EBITDA for FY2022 of £5.401m, an agreed EV to EBITDA multiple of 6.84 and net debt of £14.6m) to be satisfied by the issue at completion fully paid to the Sellers of 284,284,523 new ordinary shares of Rockpool (Ordinary Shares), or (in order to maintain sufficient Ordinary Shares in public hands) by the issue at completion of a combination of Ordinary Shares and, either, nil-coupon convertible loan notes, or non-voting convertible shares, which on conversion into Ordinary Shares would together equal 284,284,523 Ordinary Shares. If all the consideration were to be paid in Ordinary Shares issued at completion then immediately following such issue the issued share capital of Rockpool would be held as follows:

Name of Shareholder Shares %

Amcomri Holdings Limited 229,374,978 77.23%

Stephill Investments Limited 35,180,207 11.84%

Other Target Shareholders 19,729,336 6.73%

Rockpool Shareholders 12,725,003 4.28% ..."

https://www.lse.co.uk/rns/ROC/potential-reverse-takeover-suspension-of-listing-ryf9u6tg0kix1sg.html

13.4.22:-
"Withana describes Aura as a blank slate, one that makes one or several targets to become a substantial company. He says we’re talking “about 300, half a billion or higher in terms of size and market cap” and “our ambitions are to have a well traded, well covered and liquid stock.”"
https://total-market-solutions.com/2022/04/aura-renewable-april-2022/

At a market cap. of just £577.5K. at 5.5p, ARA's targeted market cap. could actually be a thousand times higher than its current level.

Even allowing for dilution, the scope for mega-multibagging here looks strong, whereas the current downside looks slight, trading at well below cash and with low cash-burn.

"acquisitions - biometrics topics

Biometric Update regularly publishes articles about acquisitions. The following set of links is available to help you find biometrics news related to acquisitions. ..."

https://www.biometricupdate.com/tag/acquisitions

Companies operating in biometrics seem to be very popular takeover targets at the moment, with three such acquisition being reported already this month on the above website.

Probably due to the very compelling combination of depressed valuations and exciting growth prospects.

NWT scores exceptionally highly on both these fronts, and the partners it works with provide a range of quite possible bidders, well aware of its capabilities.

From Investing.com:-

"Newmark Security ... Technical Analysis"

"Summary: STRONG BUY
Moving Averages: STRONG BUY Buy (11) Sell (1)
Technical Indicators: STRONG BUY Buy (9) Sell (1)"

https://uk.investing.com/equities/newmark-security-technical

"COP27: Joe Biden issues climate rallying cry to world leaders ...

Mr Biden also held talks with Egyptian President Abdul Fattah al-Sisi amid heightened concern over the fate of jailed British-Egyptian pro-democracy activist Alaa Abdel Fattah.

There's been no independent confirmation about Mr Abdel Fattah's condition since he is said to have received "medical intervention" on Thursday, days after he began refusing water as part of a long hunger strike.

It is the sixth day of the COP summit, which is focussed on implementing ambitious promises made at COP26 in Glasgow last year.

Vulnerable nations have called on richer countries to pay for the irreversible damage climate change wrecks on their homes.

"We will not give up... the alternative consigns us to a watery grave," Bahamas Prime Minister Philip Davis said on Tuesday, urging nations to "get real".

They say developed nations owe this money because they became rich off decades of using fossil fuels.

By contrast many less developed countries, particularly the small island nations most at risk, have contributed virtually nothing to total emissions.

Richer nations have historically avoided the question of compensation or reparations, but the issue - referred to as "loss and damage" - was put on the COP agenda this year for the first time since the summits began 30 years ago.

In a reminder of the danger the world faces, UN Secretary General Antonio Guterres told the summit "we are on a highway to climate hell with our foot on the accelerator".

On Friday a report warned that emissions of carbon dioxide (CO2) are rising so quickly that there is a 50% chance the world will soon cross the crucial temperature threshold of 1.5C."

https://www.bbc.co.uk/news/science-environment-63599415

"COP27: Joe Biden issues climate rallying cry to world leaders

1 day ago

By Georgina Rannard
Climate and science reporter, BBC News

It is the duty and responsibility of every nation to act on climate, US President Joe Biden has said at the UN summit COP27.

Mr Biden spoke in Egypt after US mid-term elections delivered better-than-expected results for the president.

He claimed the US is a global leader on climate after it passed sweeping laws to tackle global warming.

About 35,000 people are in Sharm el-Sheikh for the two-week meeting.

"The climate crisis is about human security, economic security, environmental security, national security and the very life of the planet," said Mr Biden.

He echoed UK Prime Minister Rishi Sunak's comments on Monday that Russia's war in Ukraine is a reason to act faster on climate.

Noting that the past eight years have been the warmest on record, he described the impacts of climate change on Africa nations, including a four-year drought in the Horn of Africa.

Mr Biden promised to tighten US rules on methane emissions from oil and gas companies. Methane is the most potent greenhouse gas and significantly contributes to the warming of Earth's atmosphere.

"Today, thanks to the actions we have taken, I can stand here as president of the United States of America and say with confidence the US will meet our emissions targets by 2030," he said.

He also pledged more money for poorer nations suffering from climate disasters, including drought and flooding. But the sums remain far short of what the US, along with other developed nations, have promised.

"Joe Biden comes to COP27 and makes new promises but his old promises have not even been fulfilled. I'd rather have one apple in my hand than the promise of five that never come," said Mohamed Adow, Power Shift Africa director.

"The inconvenient truth is that the United States is grossly underperforming on its international climate finance commitments," said president of World Resources Institute Ani Dasgupta.

in August the US passed legislation to tackle climate change that experts have called "radical" and "historic". The Inflation Reduction Act could reduce US greenhouse gas emissions by 40% by 2030.

Mr Biden's Democrat party feared that it would lose crucial seats in the mid-term elections on Tuesday, which could have weakened their climate agenda. But it performed better than expected.

"While control of Congress is still being determined, one thing is certain: the massive climate-friendly investments in the Inflation Reduction Act are here to stay," says Dan Lashof, director of World Resources Institute United States. ..."

https://www.bbc.co.uk/news/science-environment-63599415

"Anyone seen that digger driver that was supposed to be preparing Rob 3 civils works in September?"

Ezhik,

I personally haven't seen it, because I don't live in Tunisia. And I would imagine that it's similar for most posters here.
But that doesn't mean that it hasn't happened.
I would neither expect, not want, ZEN to RNS all operational developments as they are happening, when they are very busy.

ZEN hasn't been silent, but their RNSes have been a bit less frequent recently. Personally, I have often found that a degree of 'calm before the storm' does often apply when awaiting big deals, so I see this as more of a positive than a negative.

And having looked through ZEN's RNSes since they floated in early 2017, I can't see any period equivalent to this, so I don't think that past history is much of a guide.
Ultimately, you just have to go with what you feel, and my feeling is good.

10th Nov 2022 3:21 pm RNS Italian Electricity Production – October 2022

"Zenith Energy Ltd. (LSE: ZEN; OSE: ZENA), the energy company with proven revenue generating production, exploration and development assets in Africa and Europe, is pleased to provide an update on its electricity production operations at the Torrente Cigno Concession during the month of October 2022.

During the month of October 2022, the Company produced a total of approximately 956 megawatt hours ("MWh").

Electricity prices during the month of October 2022 averaged approximately EUR 208 per MWh, resulting in net revenues of approximately EUR 198,000. Zenith's current net production costs remain fixed at approximately EUR 35,000 per month. "

https://www.lse.co.uk/rns/ZEN/italian-electricity-production-8211-october-2022-0sau0dqj53r1r0f.html

Italian electricity prices are currently 214.47 per megawatt hour, down from their recent highs, but also up from their very recent lows.

The price can be very volatile, as is to be expected given the unprecedented conditions, but the expectation is for tight supply to fuel higher prices again this winter, with the recent dip just being a fluctuation.

Looks like a 'distressed seller' has dumped their stock at/near an all-time low.

There's been quite a lot of this 'stupid selling' this year, and the likelihood is that the seller will be even more 'distressed' soon, when ARA rebounds.

At a market cap. of just £577.5K. at 5.5p, which unlike virtually all traded shells is a discount to cash, this looks to be quite extraordinary value.

"Oral statement to Parliament
PM statement to the House of Commons on COP27: 9 November 2022

... Mr Speaker, there is also no solution to climate change without protecting and restoring nature.

So at COP27, the UK committed £90 million to the Congo Basin as part of £1.5 billion we are investing in protecting the world’s forests.

And I co-hosted the first meeting of our Forests and Climate Leaders’ partnership which will deliver on the historic commitment to halt and reverse forest loss and land degradation by 2030.

Now, central to all our efforts, is keeping our promises on climate finance.

So the UK is delivering on our commitment of £11.6 billion.

And to support the most vulnerable who are experiencing the worst impacts of climate change we will triple our funding on adaptation to reach £1.5 billion a year in 2025.

In Glasgow, the UK pioneered a new global approach using aid funding to unlock billions of pounds of private finance for new green infrastructure.

So I was delighted to join President Ramaphosa to mark the publication of his investment plan which delivers on this new model.

South Africa will benefit from cheaper, cleaner power cutting emissions while simultaneously creating new green jobs for his people.

And we will look to support other international partners in taking a similar approach.

We also made further commitments to support clean power in developing countries.

This included investing a further £65 million in commercialising innovative clean technologies and working with the private sector to deliver a raft of green investment projects in Kenya. ..."

https://www.gov.uk/government/speeches/pm-statement-to-the-house-of-commons-on-cop27-9-november-2022

"Oral statement to Parliament
PM statement to the House of Commons on COP27: 9 November 2022
Prime Minister Rishi Sunak made a statement to the House of Commons on his attendance to COP27 in Sharm El Sheikh.

From:
Prime Minister's Office, 10 Downing Street and The Rt Hon Rishi Sunak MP
Published
9 November 2022

With permission, Mr Speaker, I will make a statement on COP27 which I attended in Sharm El Sheikh on Monday.

When the UK took on the UK Presidency of COP just one third of the global economy was committed to net zero.

Today that figure is 90 percent.

And the reduction in global emissions pledged during our Presidency is now equivalent to the entire annual emissions of America.

There is still a long way to go to limit global temperature rises to 1.5 degrees.

But the historic Glasgow Climate Pact kept that goal within reach.

And the whole House, I know, will want to join me in paying tribute to My Rt Hon Friend the Member for Reading West for his inspirational leadership as COP President.

The question at this Summit, Mr Speaker, was whether countries would deliver on their promises.

I’m pleased to say that our nation will.

We have already cut our carbon emissions faster than anyone else in the G7.

And we will fulfil our ambitious commitment to reduce emissions by at least 68 per cent by the end of the decade.

Now, I know that some have feared Putin’s abhorrent war in Ukraine could distract from global efforts from tackling climate change.

But I believe it should catalyse them.

Climate security and energy security go hand in hand.

Putin’s contemptible manipulation of energy prices has only reinforced the importance of ending our dependence on fossil fuels.

So we will make this country a clean energy superpower.

We will accelerate our transition to renewables which have already grown four-fold as a proportion of our electricity supply over the last decade.

We will invest in building new nuclear power stations for the first time since the 1990s.

And by committing £30 billion to support our green industrial revolution we will leverage up to £100 billion of private investment to support almost half a million high wage, high skilled green jobs. ..."

https://www.gov.uk/government/speeches/pm-statement-to-the-house-of-commons-on-cop27-9-november-2022

Maurice Dwek – 20.22%
Marie-Claire Dwek – 0.53%
https://newmarksecurity.com/investor-relations/shareholder-information/

Note that NWT's CEO Marie-Claire Dwek, and her Chairman father (who founded the company), do not own the required 25% to block a takeover.

However, they would only need a further 4.25% to do so, so that is perhaps an ideal situation: as a fair offer is unlikely to be blocked, but a rip-off offer could well be - which could well help to flush out a higher offer, or indeed force a better offer in the first place.

And as Maurice Dwek is in his 80s, and his daughter is pushing 60, they could well be amenable to the idea of selling out to a good offer.

Watch this space, but there has surely never been a better time for a predator to pounce on NWT than this.

"Ive never known silence like it."

It's certainly been a relatively quiet period recently for ZEN RNSes, which are usually very frequent.

But silence before anticipated deals can be a quite encouraging sign.

Confidentiality agreements, and business protocol, mean that the company can't and shouldn't say too much in advance.

And of course management are extremely busy on business & operational matters.

From a 28th. September 2022 post from MarketGunslinger, re the investor conference call that day:-
"There has been a lot of complaints about timescales slipping especially in Congo but we work 24-7 and nobody else in Congo is going quicker. When we get the license we will be the only independent OPERATOR in Congo and this shows that this is difficult."

The multiple big, exciting things that ZEN has going on in the background is fabulous for a company with a market cap. of this size, and I am supremely relaxed and confident about a wonderful outcome here.

"Biometric Technologies and data protection
Date 1 November 2022
Type Event

Processing biometric data comes with challenges and complexities. As part of our ongoing work on biometric data and biometric technologies, we will be hosting a series of workshops to allow organisations who either develop biometric technologies or procure externally provided biometric solutions to share their views on the practical opportunities and challenges in this area.

These workshops are part of a wider piece of public engagement on biometric data that we will be conducting between now and Summer 2023.

The workshop is aimed at individuals with responsibility for and expertise in data protection, within organisations that develop or use biometric technologies. We also encourage applications from industry groups, consultants or other advisors with expertise in data protection in the context of biometric data processing. ..."

https://ico.org.uk/about-the-ico/media-centre/events-and-webinars/biometric-technologies-and-data-protection/

Looks like biometric security is really coming of age, with the UK's Information Commissioner's Office (ICO) hosting this series of workshops on the subject.

NWT's innovation and expertise in this area is likely to become increasingly valuable and sought after.