ShareSoc urges shareholders to vote against Lighthouse Group delisting
ShareSoc has criticised the planned delisting of Lighthouse Group shares and urges all shareholders to vote against the resolution at the forthcoming EGM. Delisting is severely detrimental to smaller shareholders and the Company has offered no exit. As is common with AIM delistings, there was a sharp fall of 50% in the share price following the announcement as few people wish to hold shares for which there is no public and liquid market.
ShareSoc is not always against delisting if there are good reasons and an exit is provided to those who cannot or do not want to hold unlisted shares. For example, an exit by way of a tender or other offer for their shares. This gives a shareholder a choice as to whether to continue to hold the company or not. Lighthouse Group has given no such option and the Board also states it has not made any attempt yet to arrange even a matched bargain facility.
The Board has failed to persuade shareholders and the market that there are sufficient commercial and financial reasons for the delisting, otherwise the share price would not have halved and there would not be so much opposition from shareholders to the proposal.
It is noted that the Circular to Shareholders states that "a heavily discounted share price will significantly restrict any valuation discussions with potential offerors in the future".
Lighthouse shareholder Simon Taylor-Young notes that "the share price fall means that the Company will be remembered as having delisted at a capitalisation of about £3m, compared to the c£6.5m before the announcement, so ironically the Board has set a benchmark way below its former value. Lighthouse should not be remembered as a £3m company."
ShareSoc also notes that the year end net cash balances of Lighthouse Group were £11m so there was no financial reason why some kind of scheme for buying out dissenting shareholders could not have been contemplated.
The Circular refers to the Company's "heavily discounted share price" yet does not appear to have considered other ways of enhancing shareholder value and maintaining a stronger share price. The Company reported the aforementioned cash balances yet raised the possibility of a reduced or even waived dividend in the forthcoming year. The Company does not seem to have considered alternatives to the delisting that might have reversed the discount they complain about, such as a sale of the company, a tender offer or a return of cash to shareholders. Any one of these could have delivered more to shareholders than the current sub 3p share price.