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VOR, VORTIV LIMITED
nipper
post Posted: Mar 12 2021, 08:42 AM
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In Reply To: nipper's post @ Feb 1 2021, 03:11 PM

Return of $21.7 million to shareholders

• The Company today declares a $7.8 million fully franked dividend , equating to 5.55 cents per share + imputation (credit of 1.85 cents per share)
• A further $13.9 million to be returned to Shareholders as an Equal Capital Reduction, subject to shareholder approval. EGM scheduled to be held in latter part of April 2020, the Equal Capital Reduction will see a further 9.89 cents per share paid to shareholders.

QUOTE
Activities Post Return of Capital

Following completion of the Dividend and Equal Capital Reduction the Company will hold working capital of approximately $750,000, noting that the Company has recently paid tax of $1.96 million in relation to estimated current year tax profits in addition to the costs associated with the sale of the cybersecurity assets.

The retained capital will be used by the Company to ensure it remains a going concern whilst the Board continues to assess and identify high growth opportunities in the Australian technology sector that the Board considers will have the potential to add value to shareholders. The Company has had and continues to have meaningful conversations regarding various acquisition opportunities, but as at the date of this announcement those opportunities remain subject to ongoing discussions and due diligence and there is no certainty that any complete proposal or transaction will result from the ongoing discussions.


Following the return of capital, the Company will also continue to hold its approximately 25% interest in TSI India, a business operating a network of bank automated teller machines and bill payment systems in India. Timetable





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"Every long-term security is nothing more than a claim on some expected future stream of cash that will be delivered into the hands of investors over time. For a given stream of expected future cash payments, the higher the price investors pay today for that stream of cash, the lower the long-term return they will achieve on their investment over time." - Dr John Hussman

"If I had even the slightest grasp upon my own faculties, I would not make essays, I would make decisions." ― Michel de Montaigne

Said 'Thanks' for this post: kiril  
 
nipper
post Posted: Feb 1 2021, 03:11 PM
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In Reply To: nipper's post @ Oct 28 2020, 12:42 PM

Seeking ATO class ruling on capital return proposals.
QUOTE
As previously announced, the Company seeks to tax effectively return approximately $20 million to shareholders. Accordingly, an Australian Tax Office class ruling has been sought, to ensure the most effective return of capital for those shareholders wanting a return. The Company and its advisors are yet to receive a firm date for provision of the ATO ruling.


It is understood that there have been processing delays, most likely caused by the impact of Covid19, JobKeeper and the Christmas & New Year holidays. Upon receipt of the ruling and professional advice, the Company will announce a Shareholder Notice of Meeting for the purposes of voting on the Company’s recommended capital return proposal.
none of the highlighted delays could ever have been anticipated?


Evaluation of acquisition and investment opportunities.
QUOTE
The Company is seeking well-priced, high growth acquisition opportunities which could benefit from public market listing and capital markets access. To this end, the Company is currently evaluating several potential acquisitions, in sectors including information technology, fintech, medtech, and biotech
. wot, no tsk, tsk




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"Every long-term security is nothing more than a claim on some expected future stream of cash that will be delivered into the hands of investors over time. For a given stream of expected future cash payments, the higher the price investors pay today for that stream of cash, the lower the long-term return they will achieve on their investment over time." - Dr John Hussman

"If I had even the slightest grasp upon my own faculties, I would not make essays, I would make decisions." ― Michel de Montaigne
 
nipper
post Posted: Oct 28 2020, 12:42 PM
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In Reply To: kiril's post @ Oct 27 2020, 07:37 AM

QUOTE
As announced on 22 October 2020, Vortiv intends to return to shareholders a significant portion of the net cash proceeds from the sale of its cybersecurity businesses.
Subject to the outcome of an ATO Class ruling, the intends to Board distribute approximately $20 million in net sale proceeds to Shareholders by way of a limit-based, equal access share buyback.
The Buyback price is estimated to be between 18.5 cents and 19.5 cents per share, supported by the expected net tangible asset backing of the Company following completion of the sale of the Business after taking into account, tax payable on the sale of the Business and on current year profits
.
Currently 16c. ... and just 2 months to go. Is there an assured 10-15% upside??

Until the fat lady has her go, in other words the transaction is bedded down and locked in, there is often a bit of uncertainty in the market. Currently VOR is finding it hard to get past 16c as sellers head for the exit. Also the uncertainty of the pricing (any surprises and it slips lower) and the tax nature of the payout (some as dividend and the rest as return of capital) may not suit everyone.
But also current market voting with its feet does not hold much faith in or ascribe any value to the rump remainder, the Indian TSI biz, which will likely...
QUOTE
[....form] the main undertaking. The Board has identified acquisition opportunities in the Australian technology sector that can complement the Company exposure to ATM and associated payments technology which the Company has through its shareholding in TSI India.

I never liked TSI, despite the hoopla, as I have never seen how a small foreign outfit can grow, make profits and achieve scale, when up against ingrained cultural and business differences, as exercised on the subcontinent. Especially something like ATMs, an interim technology at best. And payments.... it has to be tech (coding) but this is hardly a wide open field with minimal aspirational competition or deep pocketed incumbents.



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"Every long-term security is nothing more than a claim on some expected future stream of cash that will be delivered into the hands of investors over time. For a given stream of expected future cash payments, the higher the price investors pay today for that stream of cash, the lower the long-term return they will achieve on their investment over time." - Dr John Hussman

"If I had even the slightest grasp upon my own faculties, I would not make essays, I would make decisions." ― Michel de Montaigne

Said 'Thanks' for this post: kiril  
 
kiril
post Posted: Oct 27 2020, 07:37 AM
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In Reply To: nipper's post @ Oct 22 2020, 08:35 AM

I spoke to Gary the chairman yesterday.

The offer for the businesses at 10 times earnings was too big to not accept.

Sad really as they had first mover advantage in a high growth market and stuffed it.

Thats the market.

Kiril.

I hold.


Said 'Thanks' for this post: nipper  
 
nipper
post Posted: Oct 22 2020, 08:35 AM
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In Reply To: nipper's post @ Oct 20 2020, 08:22 AM

or not.... looks like it might be one of those offers too good to refuse?

PROPOSED SALE OF CLOUDTEN AND DWX FOR $25M
CyberCX, one of Australia's leading cyber security services organisations, proposes to acquire 100% of the shares in both Cloudten Industries Pty Ltd and Decipher Works Pty Ltd, based on the following key terms:
• total consideration reflecting a combined enterprise value of $25 million, on a cash free and debt free basis, with normal level of working capital;
• 100% paid in cash on completion; and
• sale completion is subject to the following key conditions:
... Vortiv shareholder approval;
... CyberCX gaining FIRB approval to acquire the Business;
... retention of key staff and key customers; and
... no material adverse change occurring in the Business prior to completion.

As the Business presently represents the main undertaking of Vortiv, the Board will convene an Extraordinary General Meeting, scheduled for early December 2020, to obtain the approval of Shareholders as required under ASX Listing Rule 11.2, for the sale of the Business to CyberCX.
Where Vortiv shareholders vote in favour of the transaction, it is then expected to proceed to Completion on or around 18 December 2020.

UNANIMOUS BOARD RECOMMENDATION
The Directors unanimously recommend that Shareholders vote in favour of the transaction, in the absence of a superior proposal emerging. Further, each Director who is also a shareholder and who is not otherwise restricted from voting intends to vote in favour of transaction.

USE OF SALE PROCEEDS
Subject to completion of the transaction, Vortiv intends to return approximately $20 million to shareholders, in the form of a limit based equal access share buyback (Buyback). This amount represents the vast majority of net sale proceeds after accounting for estimated tax payable on the gain on sale of the Business plus legal and advisory costs directly associated with the transaction, collectively totalling approximately $3 million. Vortiv is applying for an ATO Class ruling which seeks confirmation of the related tax treatment of the Buyback. Such ruling is expected to be received by January 2021, with the Buyback to proceed shortly thereafter.

BUYBACK
The Company will set a limit of $20 million (to undertake the Buyback, with the buyback price to be set with reference to the share price at that time. Shareholders will be able to tender as many or as little shares as they choose to be bought back by the Company, up to their full holding.
At the conclusion of the Buyback offer period, all buyback requests will be tallied. Where there is an undersubscription (i.e. less shares tendered for sale by shareholders than the Limit set by the Company), then all shares tendered will be bought back by the Company and such shares subsequently cancelled.
Where there is an oversubscription (i.e. more shares tendered for sale by shareholders than the Limit set by the Company), then all offers to sell Shares will be proportionately scaled back. All shares bought back by the Company will be subsequently cancelled. This mechanism provides shareholders with a choice to stay invested in the Company as it continues to pursue new acquisition opportunities.

INTENTIONS FOR VORTIV POST TRANSACTION
Following completion of the Transaction, the Board intends Vortiv remains an ASX listed company, with its shareholding in TSI India, then forming the main undertaking. The Board has identified acquisition opportunities in the Australian technology sector that can complement the Company's exposure to ATM and associated payments technology which the Company has through its shareholding in TSI India. These opportunities are currently at an early stage and may not ultimately progress to a transaction. A further update to shareholders will be provided at the appropriate time.
Where the Company proceeds with an acquisition which is either significantly larger in value than its shareholding in TSI India and/or in a different industry segment, ASX will invariably exercise its discretion under Listing Rule 11.1.3 to require the Company to re-comply with ASX's admission and quotation requirements



--------------------
"Every long-term security is nothing more than a claim on some expected future stream of cash that will be delivered into the hands of investors over time. For a given stream of expected future cash payments, the higher the price investors pay today for that stream of cash, the lower the long-term return they will achieve on their investment over time." - Dr John Hussman

"If I had even the slightest grasp upon my own faculties, I would not make essays, I would make decisions." ― Michel de Montaigne

Said 'Thanks' for this post: kiril  
 
nipper
post Posted: Oct 20 2020, 08:22 AM
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Vortiv is in a Trading Halt; the
QUOTE
Company expects to make an announcement to the market regarding a sale of business.


Likely to be the TSI bit, described as latent. Vortiv 25% passive investment in TSI India revised to $5.5 million



--------------------
"Every long-term security is nothing more than a claim on some expected future stream of cash that will be delivered into the hands of investors over time. For a given stream of expected future cash payments, the higher the price investors pay today for that stream of cash, the lower the long-term return they will achieve on their investment over time." - Dr John Hussman

"If I had even the slightest grasp upon my own faculties, I would not make essays, I would make decisions." ― Michel de Montaigne
 


nipper
post Posted: Sep 18 2020, 11:23 AM
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In Reply To: kiril's post @ Aug 13 2020, 04:27 PM

buyers have given way to sellers for VOR.

down to 18c, but volume is off as well.




--------------------
"Every long-term security is nothing more than a claim on some expected future stream of cash that will be delivered into the hands of investors over time. For a given stream of expected future cash payments, the higher the price investors pay today for that stream of cash, the lower the long-term return they will achieve on their investment over time." - Dr John Hussman

"If I had even the slightest grasp upon my own faculties, I would not make essays, I would make decisions." ― Michel de Montaigne
 
kiril
post Posted: Aug 13 2020, 04:27 PM
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In Reply To: nipper's post @ Aug 12 2020, 09:32 PM

My pleasure Nipper.

Solid buying all week.

We have some really interesting new investors join you in the last week.

Hold onto your shares.

Kiril.

I hold

 
nipper
post Posted: Aug 12 2020, 09:32 PM
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In Reply To: kiril's post @ Aug 3 2020, 10:26 AM

Got in on Monday at 23c. My mate liked the idea, bought today at 26c

Thx for bringing it to the forum.



--------------------
"Every long-term security is nothing more than a claim on some expected future stream of cash that will be delivered into the hands of investors over time. For a given stream of expected future cash payments, the higher the price investors pay today for that stream of cash, the lower the long-term return they will achieve on their investment over time." - Dr John Hussman

"If I had even the slightest grasp upon my own faculties, I would not make essays, I would make decisions." ― Michel de Montaigne

Said 'Thanks' for this post: kiril  
 
kiril
post Posted: Aug 3 2020, 10:26 AM
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In Reply To: nipper's post @ Aug 3 2020, 10:14 AM

Its a very cottage offering in the listed cyber space on the ASX.

I have spent many hours getting familiar with the business models of each of the stocks you have listed there, and understanding their P&L and Balance sheet.

I agree AR9 has done exceptionally well and whilst $40m is not a lofty market cap, I simply can't see how they get to a meaningful EBIT number any time soon.

Then you have Geoff Lord over at TNT who has done a terrific job talking up their share price and again, paying $100m today for $17K in EBIT I simply will not do. Will they get there, sure they might...but I cant bring myself to value these on run rate revenue.

A well known investor who I respect greatly once told me to not listen to the management, but let the P&L do all the talking.

I think VOR's number have certainly started to talk, but sadly no one has heard it. I am told we have just hired a PR/IR person, and that a broker report will be out shortly as well. So am expecting to see some additional institutional investors join our register.

Gregg from Bombora is from this space and he is doing a great job driving the agenda...which will certainly see in increase in the shareprice from here.

Kiril.

I hold.


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