PPH-Pushpay

[Mysterion]

Just lol if you actually thought this would be bought out!

[Left Field]

Interesting article.....claims people leaving certain USA churches in droves.

https://www.washingtonpost.com/opinions/2022/09/15/religious-decline-evangelicals-white-christians-poll/

Wasn't PPH supposed to help churches thrive?

Mind you there may be an opportunity for PPH to prove their clients doing well despite the general decline???

[Hectorplains]

PPH still mooching around with the diversification into schools or has that gone ngaro? 

[Shareguy]

So we have ACC buying at $1.21 according to latest disclosure in September. They now have 68m shares or 6 percent.

http://nzx-prod-s7fsd7f98s.s3-website-ap-southeast-2.amazonaws.com/attachments/PPH/399303/379613.pdf

And we have todays announcement which is very positive

https://www.nzx.com/announcements/400061

BUT. No news of takeover.

[Shareguy]

For those that are wondering why the SP up today

https://www.afr.com/street-talk/bgh-capital-circles-back-to-pushpay-20221010-p5bol3

Now on halt asx

Private equity firm BGH Capital hasn't given up on acquiring church giving and donations business Pushpay Holdings.

Pushpay offers cloud-based transaction and operations services to the US religious sector, charging the churches a fee in return for offering them a mobile donation payments system. Mauricio Lima
Nearly five months after securing a 20 per cent pre-bid stake, BGH is believed to be back with a revised proposal seeking to win board approval and bring the situation to a head.
The new proposal is expected to value Pushpay at well above $1.2 billion, although it's hard to imagine it would be as generous as its initial approach given what's happened in financial markets in recent months.


BGH Capital's stake is owned via shares and a co-operation agreement with offshore investment firm Sixth Street. BGH bought 35.9 million shares for $NZ47.1 million in late April and early May, giving it a $NZ1.31 a share average entry price.

[Shareguy]

https://www.nzx.com/announcements/400268

[Basil]

Good luck mate.

[Shareguy]

https://www.nzx.com/announcements/401345

Here we go again. This time......

[Raven]

I've got my fingers crossed so that this time I will actually end up selling

[Shareguy]

Pushpay enters into scheme implementation agreement at NZ$1.34 in cash per share
Auckland, New Zealand | Redmond, Washington; Colorado Springs, Colorado; Plano, Texas, US – 28 October 2022 (NZT)
Pushpay Holdings Limited
1
Pushpay enters into scheme implementation agreement at NZ$1.34 in cash per share
Pushpay Holdings Limited (NZSX:PPH, ASX:PPH, 'Pushpay' or 'the Company') has entered into a Scheme Implementation Agreement under which the Sixth Street and BGH Capital Consortium via Pegasus Bidco Limited (the "Sixth Street / BGH Consortium") will acquire all of Pushpay's shares at a price of NZ$1.34 per share in cash by means of a scheme of arrangement ("Scheme"). Sixth Street is a global investment firm and BGH Capital is an Australia and New Zealand-focused private equity firm. Together, entities associated with Sixth Street and BGH Capital currently hold, in aggregate, 20.34% of the shares in Pushpay.

[Shareguy]

FY23 guidance
Given the above, the Company advises it now expects to be at the lower end of its previous FY23 Underlying EBITDAF guidance of between US$56.0 million and US$61.0 million. As a result, the Company has revised its guidance range for Underlying EBITDAF to be between US$54.0 million and US$58.0 million. Pushpay continues to forecast positive operating revenue growth but has lowered expectations to be between 4% and 8% for FY23 (previous guidance 10% to 15%).
Pushpay will report its Interim Results for the six months ended 30 September 2022 on Wednesday, 9 November

[winner (n)]

Doesn't seem much of an offer does it ....suppose many disappointed holders

Pretty sneaky putting a profit downgrade out as well .....fool us into thinking $1.34 is a good deal

[Basil]

If its anything like the SIA for MET it was loaded with heaps of conditions and settlement wasn't for many many months, so long I have forgotten how many months but it was a lot.

Given that, those hoping for a decent bounce on Monday from $1.19 could be disappointed.  Only about a 10% premium to last traded price if you factor in the time value of money for say 6 months.  I'm picking there will be some quite disappointed punters...

P.S. I see if all things go to plan, (like that's ever happened before ?), they are talking about implementing the SIA in early Q2 2023, so expect settlement if all conditions are met sometime in about May or more likely I reckon June 2023...so yeah, about 6-8 months to maybe get another 15 cents, or maybe not.

Very "exciting"

[Shareguy]

Yes very disappointing. For those of us that purchased recently there is a profit to be made. However this company in my view is very profitable and has great potential. Another loss to the NZX. Need to go over the detail but at this stage won't be accepting.

Have to hope for a competing bid.

[Basil]

I see the deal has the usual terms as to exclusivity which ties the board into this process until the shareholder vote at some stage in early 2023.  Can't help wondering if shareholders think the board have done them any favours with this one...
Bit of "lite" reading for ya  http://research.iress.com.au/IDS/old/20221028/02590400.pdf?uid=5E8A000102326EACA4ADE99229299C6AA3180000F4499FF4FAE7E540093D250091850000&ppv=
On a real quick and real dirty skim look pages 11 and 12 Material adverse change in circumstances (MAC clause) look interesting as does the reverse break fee of $15.3m.  Wonder what other gems are hidden in the 130 page fine print...happy to leave that for others to dig deep into.
Good luck to holders...I reckon you'll really earn that extra 15 cents if you get it and have to be very patient as well.