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SG I agree ‘the board recommends’ doesn’t necessarily mean institutional support to accept 35p. What it does mean is that institutions accept the company needs to be sold and want to open negotiations. If they rejected Sidara could have walked straight away.

Its a strategic move to:

- to let Sidara know that Wood is open to a deal

- to calm market with a potentially acceptable offer on the table. Put some floor on the share price

- to signal any other interested parties that offers are being accepted

I doubt it there are many options (it seems). As per the offer RNS the alternative is a rights issue + asset disposal.

If institutions are willing to inject more cash now in order to recover their losses perhaps a year later.

I plugged all of that into ChatGPT, with lets say a $200m asset disposal, if we are to assume we need the same $450m as Sidara are proposing to inject that's another $250m needed.

The dilution based on discount from 20p could be:

at 14p per share issuing a further 1.4b shares for a total just over 2b shares in issue.

at 12p per share issuing a further 1.625b shares for a total of around 2.3b shares in issue.

If mcap recovers to lets say £1b (as per the mcap last year ignoring offer periods or bad news drops), then the share price could reach:

50p for the 2b shares option

43p for the 2.3b shares option

Or there could be other dilutive alternatives. Founder comes in to save the company, etc, etc.

Blueboy me too, kicking myself for not selling at 44p and s nice profit. Now praying for 35p to get out with a much smaller profit.

Here’s a question. Why mention $450m at all in the offer? What do we care what Sid are going to inject or not inject when the company is theirs? They can do with it what they like.

the $450m is being used a a kind of sweetener to the deal to make the 35p look more palatable.

Otherwise why not RNS the offer as just 35p per share and the rest they can do as they like once they have the company.

So by including $450m in the deal as a sweetener (even though its not) then why can’t IIs use that to say give us more £ per share and you inject what you want after.

Blueboy I completely agree with you, its a dirty trick, Sidara is just moving money from their left pocket to the right pocket.

But what interests me more is how the optics of the offer can be used by Institutions/ another bidder.

It doesn’t matter that its a dirty trick. Its the fact that it can be seen as valuing WG at 85p and has been reported as such.

Same as with all the negative news that knocked WG’s share price down to 20p. Is it materially justified for the sp to be 20p? No.

It is the sentiment of it.

So if the sentiment of this offer can be seen as a 85p valuation, rightly or wrongly, let it be so. Just in case it can crystallise into a better per share offer.

Targa I guess you’re going to call The Times t***s too?

“ The implied offer is valuing Wood Group at 85p per share — when the capital injection is included”

Its the optics of it that matter, and the way the press reported it.

It could be used by:

- holding IIs to bargain for a higher sp offer/lower cash injection

- another bidder as a target offer amount to undermine Sidara’s offer

Well The Times said the offer values WG at 85p too so you can argue with their reporter.

Aim’master’ holding strong 💪 with shorts who opened at £1+ 🤣

Aim’master’ the master who opens a short at rock bottom 20p when he could have opened it at 44p or even at 29p when he first appeared on this board.

Why wait till rock bottom mate?

Barclays increased from 3.69 to 3.73

Societe Generale reduced from 2.56 to 2.45

It is very unlikely for Sidara to offer lower. From ChatGPT, historically out of all the US and UK M&A deals only 10% had the offer lowered since initial offer. And of those only 30%-40% succeeded, ie deal went through.

That is a 3% to 4% success rate. Very very risky for Sidara to save peanuts if Sidara really want WG.

You could be right. I put in Wood’s figures into ChatGPT it comes out with these two different valuation methods.

Valuation Summary (with updated net debt):

Method Implied Share Price Assumptions

EV/EBITDA (7x) ~£3.00 Confident EBITDA + FCF recovery

DCF (conservative) ~£0.33 One bad year, slow ramp in FCF

Eerily close to Sidara’s 35p bid. Looks like its the forecast negative FCF that’s hurting the current valuation, even though its only for this year, due to turn positive in 2026

Could II’s find another bidder?

Yes, absolutely. Influential shareholders like BlackRock, Fidelity, or Vanguard could very realistically encourage or help bring in a private equity (PE) firm to enter the bidding process—either to pressure Sidara, extract a better offer, or push the board toward a more attractive strategic alternative.

This is a classic power move in contested or undervalued M&A.

⸻

Why They’d Do This:

1. The Sidara Bid Is Low

• At 35p, many long-term holders are facing steep losses.

• Institutions may see the value of the underlying business as higher—especially if there’s a restructuring path that doesn’t involve a total equity wipeout.

2. They Have the Rolodex

• BlackRock and peers have deep relationships with private equity firms—Apollo, Brookfield, KKR, Carlyle, etc.

• Many of these funds even co-invest with PE or sit on overlapping advisory boards.

• If BlackRock called Apollo and said, “Take a look at this distressed asset—we think there’s upside if someone acts fast,” it would get attention immediately.

⸻

How It Might Work:

Step 1: Quiet Signal

• Shareholders quietly let it be known that they’re not thrilled with Sidara’s 35p offer.

• Through banks or intermediaries, they float interest to PE firms: “There could be support for a 40–45p deal if you’re fast and credible.”

Step 2: Indicative Offer

• PE firm enters with a conditional offer, maybe backed by some institutions.

• Could also include convertible debt, joint control, or management buy-in structure (which could appeal to Sir Ian too).

Step 3: Pressure on Sidara

• Now the board has a rival bid or the threat of one.

• Either Sidara ups its offer, or the board defers the vote to see other options, buying time and leverage.

⸻

Why PE Firms Would Consider It:

• The public bid process is de-risking the situation: they know where the floor is (35p).

• Wood Group’s technical expertise and contracts are valuable once cleaned up.

• With accounts pending, a conditional offer lets them get in early but hedge risk.

Plus, they know they’ll have backing from some institutions, especially if the offer is seen as value-protective.

⸻

Realistic? Definitely. Already Happening? Possibly.

• It’s quite possible this is already being explored behind the scenes.

• We’ve seen similar plays in the UK before—strategic interest flushed out by a public offer, then PE steps in to run a parallel track.

Nice win! That’s $10m added to $460m EBITDA for 2025. Maybe even $10m knocked off the negative FCF. A few more like this 💪

“ A company just like harl”

Which company is that?

Certainly not Wood Group

ChatGPT says:

Estimated trend:

• Roughly 40–50% of FTSE 250 companies that conduct rights issues see their share price recover or outperform over the 12–24 months following the raise, if:

• The raise is well-supported

• The use of funds is strategic (debt reduction, investment, acquisitions)

• The company executes on its turnaround or growth plans

“ You don't want a rights issue

They totally wipe out equity holders on every one that's happened last 3yrs+”

Be balanced. Here are 3 examples where a stock has done well after a rights issue

Rolls Royce

WH Smiths

Taylor Wimpey

Why would the share price go down to 7p?

The usual rights issue discount on FTSE250 has been 30%-40%

That would be 14p to 12p

Considering pre-emption rights, wouldn’t it be in invested Institutions interest to agree a less deep discount as they are only diluting themselves?

Of course all this depends on the appetite for a rights issue in the first place. And on the immediate amount needed to satisfy lenders.

I the RNS they state that the alternative to Sid’s offer is a rights issue together asset disposals.

Of course we don’t know what sum is needed to satisfy lenders, that hasn’t been mentioned.

Sid hinted at it possibly with the $250m injection before the deal us completed, so perhaps this is the amount needed. If true then roughly a 200% dilution, ie 1.3b additional shares generating roughly $250m would appear to be sufficient.

Still a terrible dilution, but with mcap potential to get back to at least 3xEBITDA should get institutions to roughly break even.

ChatGPT says you can complete rights issue in suspension especially if it is linked to satisfying lenders/publication of accounts.