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yeah I know Crusty, that's why I hold quite a few shares, but sometimes you have to stand up and point things out (won't have any impact but makes me feel better!!)
Just listened to Paul Hill who could actually use his platform but as usual dodges all the tough questions. 25% early redemption fee versus one more year of 10% interest might have been worth a question! Iwan Phillips and his grown up facility... go on Paul, think there is a bit of follow up there, or no that would not suit your narrative. Peter Harris can barely keep a straight face during these interviews!
I am a long standing shareholder based on the underlying two operating companies, both of which are standalone good businesses. However, that does not stop me from highlighting the unreasonable rewards at Group Board level (who rely on their NOMAD for cover - Shore also stated that the Loan Note actions were reasonable as well, so that fairness opinion is a waste of paper to any critical thinker).
We are handing out 10% of the equity upside to this group via the LTIP. Last year, this same group of directors (minus Eric Hook) waived through the extension of the Loan Note by a year. Any reasonable amount of research into the liquidity at corporate banks would have suggested it was worth waiting. Had they done this, the Loan Notes would have matured this July and there would be no 25% penalty as disclosed today nor any shareholder dilution at all.
It is noteworthy that HSBC managed to turn this around very quickly - hardly surprising given the asset backing and underlying prospects that left most critical observers scratching their heads at the Loan Notes, even at day 1 in 2018. This was always a bizarre set of terms on the financing, even in 2018, yet the FD is still here and now being rewarded with equity upside!
Whilst Crestchic and Tasman (and the share price) have great potential as operating businesses, it is wrong that this group of Directors is being handed equity upside for navigating their way out of their own errors. Crestchic has been starved of capital for years, and that was a Board level decision. Now we are handing upside over for the decision to realise the potential in this business. I know most people on here are traders but I cannot believe I am the only shareholder who looks at this in disbelief.
This really made me laugh (I've already given up getting worked up by the Board level lack of any accountability to shareholders other than Gresham at this company)!
The justification for handing 10% of the equity upside to a group of people who largely destroyed value for the last 5 years is:
"...to align and incentivise the whole Board of Directors to work collectively to deliver both growth and increased returns on investment..."
So, putting to one side that this is actually their job for which they receive a salary, I think what they are saying is that without this incentive the Directors would not work collectively and not be too worried about maximising returns for the shareholders they are meant to be representing.
Given that in the past they have so badly misallocated capital, signed up to ridiculous 10% financing costs for a secured line of credit and so on, that is not too unlikely! The conclusion can only be that this incentive will sharpen up their minds in a way that pride in their job or a salary didn't seem able!
On a serious note, I'm all in favour of sensible incentives that align the outcomes for all, particularly for Chris Caldwell, but most of these Directors should not be incentivised this heavily to redress their own past failings.
If they are having to work harder and commit more time to right the wrongs of the past, this should come through salary adjustment not greedy capital returns - none of what they are doing is rocket science, and therefore the upside to them of doing their job properly should not be structured in this way.
Since 2019 rescue, Kestrel did not convert and instead held onto a 0% convertible loan note.
That they have now chosen to convert suggests they are happy to move one rung down the liquidation preferences into equity from creditor, and quid pro quo suggests they see more end game return from holding equity than holding debt as a creditor.
IDE is a zombie business but something will happen eventually as there is a degree of value in the client list and via stripping out costs that an acquirer could do.
Like I say, I think it has taken 6-9 months to move those shares, but feels like the process might be largely over.
There's been just enough news from June last year to provide demand to gradually soak it up at these prices but not too much, after all, why enrich people who are now running competitor businesses.
Prior to June last year, the old vendor shareholders had no hope at all of any exit.
That said, all of that is conjecture as I cannot prove it, just feel it in my bones.... !
If there is any sign of sales growth on a stable gross margin and overhead base, this will re-rate for growth quickly.
If not, we will require more patience, but as long as they get to cash neutral this half year as a minimum (i.e. covering plc costs and exceptionals) patience will eventually be handsomely rewarded.
Interesting month ahead, let' s hope it moves into a growth rating and not a 'they might run out of money' rating!
I think there is hope for equity upside if they can lift sales beyond £11-12m on a reasonably stable gross margin and cost base.
They should be able to do far more sales from the cost base they already have.
Also, by then, the old shareholders (go back and research the Adept 4 shareholder lists - clue Ancar B vendor) who are now running similar businesses might have finished exiting their old paper.
I cannot prove this is what is happening, but it feels like there has been a seller for 6-9 months now. The two people I think would be sellers based on the fact they now run competing operations owned about 25m shares back in the inglorious shambles of Adept 4 days.
This would certainly help in tandem with evidence that sales growth is available off a stable cost base....
There is hope in this micro micro micro cap turnaround yarn (I liked that word ragnar....)
When they get the planning permission and announce this, I want the company to state the impact of the super-deduction tax relief on CAPEX.
Investments into cranes, factory equipment etc should be set off 130% against Corporation Tax, so expect Crestchic to benefit from this.
Note for that Paul Hill character - what an opportunity you have and you are not making the most of it. Calm down for goodness sake and ask some more detailed questions like this (or how about if Tasman's hard operating net assets are £14m with no intangibles into a cyclical upswing, is that a fair expectation for value of a disposal? If so, what would the company do with that cash - any element of special dividend?) and so on and so on.
That aside, very interesting year coming up, if Management deliver on the vision then they have a lot of options for shareholder value creation.
Playful, don't know about you (not so easy, eh), but I'm happy to have finished passing on my shares from those good old early days to new backers. I hope the business continues its journey but seems to me that the equity is currently pricing in perfect execution on growth by management, which given that a couple of variables are outside their control seems a tad optimistic. I'm off to hide behind the sofa again after posting this. Chipboard chipmunk checking out. See you another time:)
None of this was rocket science and finally NBI focuses on ROI, stops misallocating capital and gets out of the ridiculously expensive line of credit from Gresham (albeit by diluting all of us if they convert at the ridiculous 90p).
Hopefully they can get an attractive offer for Tasman, it's time will come and NBI should get some reflection of that.
Then expect them to change their name to Crestchic now Hook has retired. Northbridge has no meaning and Crestchic deserves to be rated on an altogether different multiple.
It's all going to take time but investors with a decent time horizon should see £1 as a very attractive entry point.
Given the hot sector M&A activity and struggle for any acquirer to find something to buy at a fair price...
If Sys doesn't re-rate soon then (a) there is something horribly wrong (but I cannot see any aggressive accounting here on first view), or (b) it will get taken out itself. It cannot sit at say £3.5m EBITDA that converts 90% into operating cash (adding back all the plc costs that would be stripped out by a private buyer) with a 6x multiple, with its recurring revenue at 80%.
The market will deal with this one way or another, just may take longer than it should at this inefficient end of the market.
To think that those geniuses at Gresham sold their entire stake at 2.5p a year ago
Must have been quite an emotional decision rather than rational, as it was very much Graham Birds original investment thesis that had to be fair not quite gone to plan at that point! Bird subsequently left Gresham and became FD at Escape Hunt he believed in it so strongly.
Needless to say that was quite a spectacular sell at the bottom by the pros that makes me chuckle.
One old friend on the chat boards was very happy about that mad decision and had the balls of steel to soak up all the stock! Well done mate!
As a long-term investor I am delighted that management has held firm on future valuation.
They must think, and I agree, that we will generate more value than was being offered over the long-term.
Great news for real investors, less good for short-termists.
IDOX has exceptionally strong leadership who clearly know what they want to achieve and how they will do this.
I will be adding on any weakness, this is a high quality business that is now pretty much debt free and has a lot of firepower to add on some very interesting acquisitions that can scale using IDOX's strengths in its markets.
CLCO second half covered period April to Sept - there must have been times when business literally ground to a halt, so it is hardly surprising the second half saw a revenue decline.
Far more interesting is what has happened since with more normal business conditions since Autumn and clients starting to have to make decisions on investments into IT to shape their businesses for the future.
also, if they show positive operating cashflow for the full year (this has always been an issue) then the investment case looks very different.
predictable, stable free cashflow and cash at bank = invest in business from own resources = continued growth = higher shareholder returns.
should get a year end update in the coming weeks. fingers crossed yet again.
good to see some momentum.
good also that at the heart of these contracts is the scalable software solutions, which suggests the transition into recurring style revenues over complex consultancy is gathering momentum.
much more attractive profile of revenue for investors.
what this business does is quite hard to get your head around, but hopefully people will start to see it is operating in the right sectors and geographies, where there is spend going on for the foreseeable future.
Let's Hook off the Hook on the debt.
Er, sorry why are you paying 10pc on secured debt of 3m when the replacement cost of your assets is so high? And you have freehold land with planning permission? And bank debt is only 1m? And you dropped the conversion price to 90p ?Why oh why? You really do have some explaining to do here. And your FD must be hopeless in terms of capital management. As for the 4 non execs, thanks for representing all shareholders equally.
I am invested here long term as the two operating businesses are great, there is value here but it makes me mad that the NBI Board is getting away with such an awful decision on the debt without far more criticism from shareholders and accountability.
Stable profitability, cash generative, asset backing and 20% gearing - congratulations to all Board Directors who analysed the situation carefully, did not panic mid COVID and dispassionately concluded that paying 10% interest on a SECURED convertible loan note (and dropping the conversion price) represented a good outcome for shareholders other than Gresham!
Bravo and great work!
Note the bid by private equity for Aggreko.
Power reliability, rental business - different scale and wider applications to Crestchic but nonetheless the long-term prognosis for this sector as a whole and all the parts within it must look attractive.