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(DLTA.L) Delta PLC Buy/Sell
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| Date/Time | Headline | Source |
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| 19-03-10 | PRN |
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19 March 2010
CRYSTAL AMBER FUND LIMITED
Crystal Amber Fund announces that it is going to request that the directors of Delta plc send a copy of a letter from the directors of Crystal Amber Fund, the text of which is set out below, to all shareholders of Delta plc as soon as possible, at the Company's expense. In addition, the letter will be available on the Company's website www.crystalamber.com. " Dear fellow Delta plc shareholder, Crystal Amber Fund Limited ("Crystal Amber") was a shareholder in Delta plc ("Delta") prior to the announcement on 4 March 2010 of the 185p per share recommended offer from Valmont Group Pty. Ltd (`Valmont') ("the Offer"). We invested in Delta because we regarded it as a well managed, profitable, cash rich British engineering group. We currently hold 5,803,533 ordinary shares in Delta, representing 3.77 per cent. of the issued share capital of Delta. It is our intention not to accept the current offer of 185p ("the Offer Price"), unless the Offer is declared or becomes wholly unconditional, on the basis that, in our opinion, it undervalues the business and, as currently constructed, is neither fair nor reasonable. Delta shareholders will note that the offer document issued by Valmont dated 10 March ("the Offer Document") states at pages 7 and 12 that "the Offer Price has been determined on the basis that no final dividend in respect of the ordinary share capital of Delta will be paid by Delta in respect of the year ended 31 December 2009". Furthermore, both Valmont and the directors of Delta state in the Offer Document (pages 7 and 12) that: "The Offer Price represents a premium of approximately:
Delta Shareholders will be aware that for the year ended 31 December 2008, Delta declared dividends of an aggregate of 6.5p per share and the interim dividend for the six months ended 30 June 2009, declared on 28 August 2009, of 2.4p per share was an increase of 26 per cent. over the interim dividend declared for the six months ended 30 June 2008. Market consensus estimates were that the final dividend for the year ended 31 December 2009 would be 4.8p, resulting in a dividend of 7.2p per share for the full year (Source: Arden Partners /Arbuthnot Securities). We believe that, by basing the Offer Price on the cancellation of the final dividend, the Offer Price includes an element of 4.8p that might otherwise have formed the final dividend for the year ended 31 December 2009. Consequently, the price that shareholders are being offered to cede control of Delta is effectively 180.2p, which is only a premium of 17.2 per cent. to the closing price of 153.8 pence for each Delta Share on 3 March 2010, the latest practicable business day prior to the date of the announcement of the Offer. In this context, we also note that the preliminary results for the year ended 31 December 2009, announced on 8 March 2010, delivered earnings per share for the year ended 31 December 2009 of 20.2p, approximately 13.9 per cent. ahead of broker consensus forecasts of 17.735p (Source: Arden Partners /Arbuthnot Securities). In the post close trading update issued by Delta on 26 January 2010 the directors stated that "The Group's 2009 full year trading performance was in line with the Board's expectations". We are unclear as to why the Board's expectations were so materially different to those of the market and wonder what effect this improved trading would have had on the Delta share price if the broker consensus forecasts had reflected the improved trading. We also note that since the Offer was announced on 4 March 2010, the share price of Valmont ordinary shares has increased from $73.44 (at close of business on 3 March 2010) to $83.32 (at close of business on 18 March 2010), an increase of 13.4 per cent, which, in our opinion, strongly implies that the market believes that Valmont is offering a low price for Delta and that Valmont shareholders will be the beneficiaries of this proposed takeover. In the period since the announcement of the Offer up until the close of business on 18 March 2010, the stock market capitalisation of Valmont has increased by in excess of $259 million, or £173 million at an exchange rate of £1:$1.50. This compares with the value of the Valmont Offer for the entire issued share capital of Delta of £284.5 million, with Delta's consolidated net cash at 31 December 2009 being £146.9 million. We believe that the Offer Price should be increased so that Delta's shareholders are compensated properly for, in our opinion, the significant value enhancement that Valmont shareholders seem set to receive if the Offer is successful. We also consider it neither fair nor reasonable that Delta shareholders have not been afforded the opportunity to participate in the equity upside of the proposed combined businesses and believe that a share alternative should be made available to Delta shareholders based on the Valmont share price of $73.44 at the close of business on 3 March 2010, being the latest practicable business day prior to the announcement of the Offer. We consider that the Offer undervalues Delta and intend NOT to accept the current offer by Valmont, unless the Offer is declared or becomes wholly unconditional. Yours sincerely, William Collins Chairman Crystal Amber Fund Limited" For further enquiries please contact: Crystal Amber Advisers (UK) LLP - Investment adviser to Crystal Amber Fund Richard Bernstein Tel: 020 7491 0770 Merchant John East Securities Limited David Worlidge/Bidhi Bhoma Tel: 0207 628 2200
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| 19-03-10 | RNS |
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RNS Number : 8724I BlackRock Group 19 March 2010 FORM 8.3 DEALINGS BY PERSONS WITH INTERESTS IN SECURITIES REPRESENTING 1% OR MORE (Rule 8.3 of the City Code on Takeovers and Mergers)
disclosed relate(Note 2)
(a) Interests and short positions (following dealing) in the class of
(3) Options and agreements to purchase/sell
(b) Interests and short positions in relevant securities of the company,
Started late
(1) Relevant securities (2) Derivatives (other than options) (3) Options and agreements to purchase/sell Total
Class of relevant security: Details
Product name, e.g. CFD Long/short (Note 6) Number of securities Price per unit (Note
Product name, e.g. call option Number of securities Exercise price per unit
Nature of transaction (Note 8) Details Price per unit (if applicable) (Note 5)
Agreements, arrangements or understandings relating to options or derivatives Full details of any agreement, arrangement or understanding between the person disclosing and any other person relating to the voting rights of any relevant securities under any option referred to on this form or relating to the voting rights or future acquisition or disposal of any relevant securities to which any derivative referred to on this form is referenced. If none, this should be stated. None**************************
connected
Notes The Notes on Form 8.3 can be viewed on the Takeover Panel's website at www.thetakeoverpanel.org.uk This information is provided by RNS The company news service from the London Stock Exchange END
RETLLFEFVIIALII More |
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| 19-03-10 | RNS |
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RNS Number : 8664I Schroders PLC 19 March 2010 FORM 8.3 DEALINGS BY PERSONS WITH INTERESTS IN SECURITIES REPRESENTING 1% OR MORE (Rule 8.3 of the City Code on Takeovers and Mergers)
disclosed relate(Note 2)
(a) Interests and short positions (following dealing) in the class of
(2) Derivatives (other than options)
(3) Options and agreements to purchase/sell
(1) Relevant securities (2) Derivatives (other than options) (3) Options and agreements to purchase/sell Total
Class of relevant security: Details
Product name, e.g. CFD Long/short (Note 6) Number of securities Price per unit (Note
Product name, e.g. call option Number of securities Exercise price per unit
Nature of transaction (Note 8) Details Price per unit (if applicable) (Note 5)
Agreements, arrangements or understandings relating to options or derivatives Full details of any agreement, arrangement or understanding between the person disclosing and any other person relating to the voting rights of any relevant securities under any option referred to on this form or relating to the voting rights or future acquisition or disposal of any relevant securities to which any derivative referred to on this form is referenced. If none, this should be stated.
If a connected EFM, name of offeree/offeror with which connected If a connected EFM, state nature of connection (Note 10) Notes The Notes on Form 8.3 can be viewed on the Takeover Panel's website at www.thetakeoverpanel.org.uk This information is provided by RNS The company news service from the London Stock Exchange END
RETLLFELVTIALII More |
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| 19-03-10 | HUG |
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FORM 8.3 DEALINGS BY PERSONS WITH INTERESTS IN SECURITIES REPRESENTING 1% OR MORE (Rule 8.3 of the City Code on Takeovers and Mergers)
being disclosed relate(Note 2)
relevant security dealt in (Note 3)
than options)
(3)Options and agreements -
to purchase/sell
(b) Interests and short positions in relevant securities of the company, other than the class dealt in (Note 3)
than options)
(3)Options and agreements -
to purchase/sell
Class of relevant security: Details N/A N/A
(b) Derivatives transactions (other than options) Product name, Long/short(Note 6) Number of securities(Note 7) Price per unit(Note 5) e.g. CFD N/A
N/A
Product name, e.g. call option Number of securities Exercise price per unit(Note 5) N/A
Nature of transaction(Note 8) Details Price per unit (if applicable)(Note 5) N/A
Agreements, arrangements or understandings relating to options or derivatives Full details of any agreement, arrangement or understanding between the person disclosing and any other person relating to the voting rights of any relevant securities under any option referred to on this form or relating to the voting rights or future acquisition or disposal of any relevant securities to which any derivative referred to on this form is referenced. If none, this should be stated.
If a connected EFM, name of offeree/offeror with which connected Notes The Notes on Form 8.3 can be viewed on the Takeover Panel's website at www.thetakeoverpanel.org.uk HUG¿1395678 More |
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| Date/Time | Subject | Author | ||
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| Sat 18:11 | ||||
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Sorry...I didn't mean to imply other posters were not speaking sense but the handful of us won't make any difference to whether the takeover will go through or not. I just meant that somebody with some clout was speaking sense.
Its always nice to see a professional share your views, very reassuring! |
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| Sat 18:00 | ||||
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At last somebody is talking some sense about the offer, hopefully any shareholder not sure whether to accept or not will read this and decline.
It also questions the management and directors role in this, which seems to me to be poor if not incompetent. They must be feeling mortified at this letter! I certainly feel that shareholders interests are not top of their agenda which they absoloutly should be. Hopefully the other large institutional shareholders will also feel like this. |
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| Mon 13:50 |
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I am surprised that the board have recommended acceptance of the offer. They have a duty to the shareholders to get the best price and their acceptance of the first offer at a 25% premium to NAV is an abdication of their responsibilities. What's in it for them??
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| Mon 08:57 |
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I'm not a pro but my understanding is this...If you don't want to sell and do nothing, and Valmont get 90% acceptance they can make a compulsory purchase of your shares at the offer price.
If they get over 75% acceptance they can get them delisted from the stock exchange but you will still own them. In my opinion this is not a good situation for a shareholder because the shares become illiquid and harder to trade. If they get 75% I'll accept the offer and move on. They should make regular updates of acceptance as news gets published. Your decision has to be made by April 1st. If they get less than 75% shares will continue to be traded like before. I'm not sure if they would still buy the shares offered to them at that point or not. Like I said...I'm no expert either. Its your decision whether to accept or not but as I've mentioned previously, I think the offer price is far too low for a decent, profitable company with a strong balance sheet. |
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