Member Info for Rock8

Yes when you are proved wrong I will remind you!

Actually it’s the opposite no accounts and the deal will collapse.

Usually people read all the documents released concerning an offer and accept they are truthful rather than the complete opposite as is popular here!

Crazy!

It will trade much earlier and most PIs will be out long before January.

There won’t be much opposition come January

Not expecting any fraud being uncovered just plain simple mis-management.

They failed to understand the fragility of their business model and did not anticipate the impact of both high inflation and interest rates.

They were fragile post their acquisitions in 2017 given their debt burden then the pandemic and subsequent economic turmoil followed by rampant inflation post Putins war completely undermined their business.

Obviously the accounting errors did not help but that was not the primary reason why the company is now only worth 30p per share.

It was effectively overvalued in 2024.

In hindsight its obvious as both Sidara and Apollo walked away after looking under the hood in 2024.

HTTps://www.insider.co.uk/news/what-went-wrong-with-wood-35833494

Any RACISM should not be tolerated on this BB or any other.

Possibly but the racism against arabs on the BB is completely out of order and has to be called out and STOPPED.

If MMs try to open this at 21p everyone will pile and buy in! - Thats just under a 50% return!

That would be absolutely daft!

They certainly wont do that!

Buy/sell spread will be narrow.

Utter nonsense.

It’s there in black and white! Repeated twice in Friday’s release.

It trades as soon as 2024 results are released.

Basically the offer is a pile of poop but it’s the only one we have right now.

Confident it will trade after accounts hopefully before 31st Oct?

Let’s hope someone enters the ring and we have some competition?

Could be worse.

Trading facilities

Wood Shares have been temporarily suspended from listing and from trading on the Main Market of the London Stock Exchange with effect from 7:30am on 1 May 2025 until its Audited Accounts are published. Following publication of its Audited Accounts, Wood intends to request that the FCA restore the listing and trading of Wood Shares. As set out in paragraph 18 below, applications will be made to: (a) the London Stock Exchange to cancel trading in Wood Shares on the Main Market of the London Stock Exchange; and (b) the FCA to cancel the listing of the Wood Shares on the Official List, in each case with effect from or shortly after the Effective Date. Sidara also intends to re-register Wood as a private company as soon as practicable following the Effective Date.

Apologies wrong BB

“Trading facilities

Wood Shares have been temporarily suspended from listing and from trading on the Main Market of the London Stock Exchange with effect from 7:30am on 1 May 2025 until its Audited Accounts are published. Following publication of its Audited Accounts, Wood intends to request that the FCA restore the listing and trading of Wood Shares. As set out in paragraph 18 below, applications will be made to: (a) the London Stock Exchange to cancel trading in Wood Shares on the Main Market of the London Stock Exchange; and (b) the FCA to cancel the listing of the Wood Shares on the Official List, in each case with effect from or shortly after the Effective Date. Sidara also intends to re-register Wood as a private company as soon as practicable following the Effective Date.”

No one will build a share position as no point.

This share is entirely controlled by the institutions.

The share will trade again when accounts released as they must be.

Let’s hope there is interest from a second bidder otherwise the deal is 30p

“I actually think carrot might be right as if this does trade again it gives other potential buyers to build a stake in the company send the price north of 30p and beat sidera to the table. Sidera will want to keep WG suspended until the deal is done”

It’s not in Sidara’s power to make that decision.

It will resume trading after results for 24 published - Pretty sure it’s immaterial to Sidara anyway?

There is always a risk of someone else stepping up and making a superior offer before the shareholder vote?

I certainly hope so but I sadly believe it’s unlikely although I will Pray for a miracle.

GLA long

IC Comment PT 2

While the accounting issues came to light, Wood was in the midst of refinancing discussions over $1.4bn in debt that matures in October 2026. This has also weighed on the company, given its day-to-day cash flow issues.

The board said it was therefore left with no choice but to accept the far lower Sidara offer.

“Wood has not generated any sustainable free cash flow since 2017, with a total free cash outflow from 2017 to 2024 of approximately $1.5bn, reflecting multiple issues including regulatory fines, significant lossmaking contracts, restructuring charges and litigation payments,” the company said.

The new $60mn comes from existing lenders, who have also agreed to a two-year extension to the maturity of the $1.4bn in loans that fall due next Autumn. Sidara will put in $450mn in new equity financing as part of the buyout, with $250mn available as soon as shareholders back the buyout.

The desperate cash situation was flagged in a trading update in February, when the company said it was “actively managing” working capital.

Chief executive Ken Gilmartin had set up the company for a shift away from lump-sum turnkey contracts that put the risk of project overruns and cost increases with Wood Group, instead of the client.

This did not come quickly enough, with the transition period lining up with the refinancing and Sidara pulling out of its 2024 buyout, which knocked the share price so much that raising new cash on the market would have been far too expensive.

The company’s market value was further hit last year by the announcement of an investigation by Deloitte into the projects unit’s accounting practices in November.

The collapse brought Sidara back to the table with a £242mn offer in April, but it cut that to £208mn this month.

Now, management has shifted to selling parts of the business that Sidara is not interested in. The company has announced divestments worth $275mn in recent weeks, including the sale of its North American Transmission and Distribution business to Thalus for $110mn. This cash will go to paying down debt and general corporate purposes.

“The acquisition by Sidara will solve our near-term liquidity challenges and strengthen the company in the longer term,” said Gilmartin.

Sorry did not realise behind paywall.

IC Deal Comment PT1

John Wood Group (WG.) has arranged an immediate cash injection by agreeing a cut-price formal offer from competitor Sidara. The Dubai-based engineering firm, officially called Dar Al-Handasah Consultants (Shair and Partners), was holding out for audited 2024 results before making its 30p-a-share, or £208mn, buyout offer official.

Sidara announced renewed interest in buying Wood Group in April, after previously walking away from a £1.56bn bid in August 2024.

Wood Group said it had lined up a new $60mn (£45mn) loan that would be available on Friday 29 August alongside the formal offer announcement.

The board said the formal announcement would bring “access to some immediate liquidity and, in addition, enables the fastest possible timetable to the [shareholder] meetings and receipt of the initial $250mn cash injection from Sidara”.

The company’s slide came after the revelation of accounting issues in its projects business. Wood said in March that an investigation had found “material weaknesses and failures in the group’s financial culture within the projects business unit”. The Financial Conduct Authority is also looking into the company’s accounting practices in the period between 1 January 2023 and 7 November 2024.

The shares have been suspended since May because the auditors have not signed off the 2024 accounts. This now needs to be done by 31 October for the Sidara offer to stay valid.

Sidara has also set the condition that Wood’s auditor, KPMG, does not issue a “modified opinion in relation to the FY24 balance sheet”. This is a significant get-out clause for Sidara, as it means the auditors must give Wood a clean bill of health with the balance sheet and income statement figures rigorously tested.

Deloitte’s investigation found “inappropriate management pressure and override to maintain previously reported positions, including through unsupported dispensations, and over-optimism and/or lack of evidence in respect of accounting judgements”.

This also included “information being inappropriately withheld from, and unreliable information being provided to, Wood’s auditors”. The company said in March it had made significant changes once the issues were identified.

HTTps://www.investorschronicle.co.uk/content/cf80e038-d669-4f1f-b1da-01fbb27a269c

……Actually NEED to retain LSE listing until it completes!