Member Info for Hosai

It seems like the Morgan Stanely RNS at 8:41 today showed a lot more buys than sells for them? And more reduced shorts than increased.

Unfortunately may not be blue going by the macro, US markets had a poor afternoon.

Think this poster is an employee -

"Executive leadership team update

Gilmartin, Ken

Chief Executive Officer

Please be advised that Craig Shanaghey, Executive President of the Projects business unit has tendered his resignation.

Craig was a long-serving leader at Wood with many of you having worked with him over the years so I know you will join me in wishing him well for the future.

To ensure business continuity, John Day, Projects President for the Western Hemisphere will work closely with me, the executive leadership team (ELT) and Projects leadership team to support employees and clients until an interim Projects leader is named.

Working closely with the Projects leadership team, I will ensure they have what they need to deliver safe and quality outcomes for clients, can support you to succeed and ensure a culture of the highest integrity and transparency in the way we work.

The appointment of a successor is underway as a priority.

Thank you and talk soon,

Ken"

Thanks Longfell, yes Pete clearly I am not a short, I posted earlier today that around an 85p a share deal could perhaps be agreed in the short term. Considering the current sp is around 25p it would make me quite an odd short to be believing this.

I don't really disagree with your views on the fundamentals, however you can't completely disregard current sp. If a bid was going to come in of 125p (not sure if that's what you believe?) that would be a 400% takeover premium, this would be extremely rare. I would be delighted if this happened, but it seems quite unlikely no?

Again that's not too say Wood is not worth that, it's likely worth a lot more but you can't complerely ignore current sp and how it will impact large shareholders in regards to certain and very quick money plus high impatience and loss of optimism with Wood managements ability to deliver.

"But the market no longer believes even in 50p"

Market doesn't always get things right. SP closed at 44.58p on 19th March. Clearly the market "got that wrong" as sp is now 24.64p. Therefore, clearly the current sp can also be misvalued (for better or worse - I'm still invested on the belief of undervalue).

Just to add, the market knew nothing of the original Sidara re-appraoch until the FT broke the story, sp was falling on that monday until the news dropped in early afternoon.

"Tge share price just doesn’t make any sense. It should have been increasing as the deal progresses towards announcement

There are hundreds of people involved - employees, bankers, lawyers, etc

But it hasn’t, it has been plunging instead"

It did hover between 36-44p for 5 odd weeks, tbe plunge happened after the update last mon including the suspension due to accounts at end of month news. Then on Fri/today was macro fall across nearly all stocks due to how the market is taking the tarriffs news.

Therefore I wouldn't say it was neccassarily falling recently due to lower perception of bid likelihood directly (i.e actual insider knowledge of things).

It could be argued that macro doesn't necc impact chances of the deal, as it may soften up the large wood investors/management to sell. A lot of the doubt around a deal happening wasn't whether Sidara would make an offer, it was Wood accepting to sell.

The tariffs news could also change fairly quickly knowing Trump - it may even be a negociation ploy, meanwhile the 3 year Oman deal announced today is news that is 'here to stay' and could certainly add to Sidara's conviction (though they likely already knew of it).

I think around 85p could be enough, much below though I do not see as possible as the large holders would just reject, marcro tariffs or not.

I don't see why Sidara would risk it falling though just becuase of having to pay a high premium on an incredibly low sp. This was hovering around 65p in Feb, arguably there is more certainty now with the draft review results. Obv was hovering around 130p back before review news ever came about.

Hotel Chocolate was a 170% premium. I don't think Sidara will want to risk any awkward large investors refusing to sell due to low offer all because of not wanting to pay a seemingly high premium on a crazily lower sp than their previous offer and potentially scuppering them from getting Wood.

The amount of money and time Sidara have put into looking at Wood and how they came back so quickly it seems clear they want Wood.

Even the bear articles on Wood say it's a solid business and the new contract wins again emphasize this. Sidara aren't going to care that Wood have clearly had a very poor reporting/governance side of the business as-long as they themselves understand Wood current finances which I believe they should do by now with the amount of due diligence and the Deloitte 5 month draft report.

Yes, it does you'd have to wait 30 days, obv you can buy back in an ISA instead which is an exception to the 30 day rule. It would mean being out over the weekend though which could obv be a risk when a bid could be announced any time.

The geo political uncertainty line last time was viewed as an excuse for sidara changing their minds, perhaps after seeing the issues with the need for review etc.

It's clear they def want wood, perhaps the tariffs may make their offer a little lower who knows. It could actually make a deal more likely if it softens up the large Wood investors slightly.

"I think the obvious is bad news Monday. That does not mean it will end bad in the longer term so I'm holding no matter what."

The market knows nothing in regards to possibility of bid or deal so def not obvious. The sp was falling when the Sidara re-approach was announced by the FT.

Sidara did 2 months or so due dilligence last year and now have done almost 6 weeks. They also have a 5 month draft review done by Deloitte. Also when they re-approach there would have been no certainty as to when the review would be completed or audited accounts would be available.

I don't quite see what further material difference the auditors are going to find that Deloitte did not in 5 months. Nor see why Sidara approached back when they did if they needed the full review and accounts etc before making an offer.

IMO it's a slight risk for Sidara to wait for suspension, once the full accounts are out and hopefully more certainty around the debt situation the large Wood investors may start to view things differently and want a higher buyout price or even no sale at all if they think a re-rate can happen.

The SP was in a 125-135p zone before the news of the need for independant review.

It says the historical cash flow was not materially affected though, one would think that would to a degree follow though to amount of projected future cash flow.

"I do think when companies PROJECT better times, eg: "and turns cash positive in 2026 based on guidance. " means its a hostage to fortune and certainly not a fact, and you are right, Lenders know exactly what it means."

You prefer companies that project bad times?

As stated before seems a good sign to me that Franck Tuils Sparta Capital are still holding 3.93% as of 1st April (down fractionally from 3.94% on March 20th.

I still wonder if they may have encourgaed sidara to get involved again recently as they are known activist investors. Whether by coincidence or not but they sent their open letter to wood on 16th April 2024 and Woods first offer from Sidara came in on 30th April 2024.

Not sure Rock, I asked chat gpt this it says - "Yahoo Finance sources its data from various providers, including ICE Data Services and Morningstar. There is no indication that Yahoo Finance obtains data from Investing.com. ​"

There did appear to be such a trade on this site, if you click the symbol with 3 rows then scroll down to 11:56am, it says 4,322,864.00 for 30.06p - https://uk.finance.yahoo.com/chart/WG.L#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

"PWhite. Please reference the debt details that lead you to state the holders can do what you say they can do. To my knowledge, lenders have no secured outstanding bond debt,

1. $500 million 6.50% Notes (due May 2025) – unsecured, issued under Wood Group’s old USD bond program.

£325 million 5.75% Notes (due October 2026) – unsecured.

2. No Secured Public Bonds:

Wood Group has historically relied on unsecured debt in the bond market.

- Its secured borrowings are typically through bank loans, which may have asset-backed covenants but are not traded like bonds.

From p 34 of the last half year report (published Aug 24):

"To satisfy themselves that the Group have adequate resources for the going concern assessment period, the directors have reviewed the Group’s existing debt levels, the forecast compliance with debt covenants, and the Group’s ability to generate cash from trading activities. As of 30 June 2024, the Group’s principal debt facilities comprise a $1,200.0m revolving credit facility maturing in October 2026; a $200.0m term loan which matures in October 2026 and $352.5m of US private placement debt repayable in various tranches between July 2024 and July 2031, with around 75% due after the end of 2025. At 30 June 2024, the Group had headroom of $602.8m under its principal debt facilities and a further $84.0m of other undrawn borrowing facilities. The Group also expects to have sufficient levels of headroom in the severe but plausible downside scenario modelled."