Aankondiging • Aug 17
Efecte Published A Formal Delisting Tender Offer for All Remaining Shares in InteliWISE S.A. to Enable Delisting and Squeeze-Out Efecte has published a formal delisting tender offer directed at remaining shareholders of InteliWISE S.A. to tender all their shares in InteliWISE to Efecte for a cash consideration of PLN 3.99 (approximately €0.85) in cash per share (the “FormalOffer”). The subscription period for the Formal Offer commences on or about August 17, 2022 and is expected to end on or about September 16, 2022. Expected settlement date is September 26, 2022. Completion of the Formal Offer will allow Efecte to delist InteliWISE and squeeze out remaining shareholders regardless of the result of the Formal Offer. Aankondiging • Jul 21
Efecte Publishes Its Intention to Announce Formal Delisting Tender Offer for All Remaining Shares in InteliWISE to Enable Delisting and Squeeze-Out Efecte Plc has published its intention to announce a formal delisting tender offer for all remaining shares in InteliWISE S.A. to enable delisting and squeeze-out. Efecte announced on 30 June 2022 that by the end of the initial subscription period of the offer announced on 27 May 2022 (“Offer”) it had received subscriptions and will complete the transaction for shares representing 90.03% of InteliWISE shares. In addition, Efecte announced that the acceptance period of the Offer was extended until 6 July 2022 (the “Extension Period”). On 7 July 2022, Efecte announced that it had received in total subscriptions representing 92.55% of shares in InteliWISE. In addition, it was announced that Efecte plans to start acquiring shares from the Warsaw NewConnect alternative marketplace at a maximum price of 3.99 zloty per share for a period of approximately one week. As of July 20, 2022, Efecte has acquired directly from the market 59 324 shares, which represent 0.86% of all InteliWISE shares. Efecte holds now altogether 6 407 229 shares, which represent 93.41% of all shares in InteliWISE including shares tendered in the Offer and shares acquired directly from the market. On July 20, 2022, Efecte has formally published its intention to announce a formal delisting tender offer directed at remaining shareholders of InteliWISE to tender all their shares in InteliWISE to Efecte for a cash consideration of PLN 3.99 (approximately EUR 0.84) in cash per share (the “FormalOffer”). Completion of the Formal Offer will allow Efecte to delist InteliWISE and squeeze out remaining shareholders regardless of the result of the Formal Offer. Efecte will not continue purchasing shares directly from the market after July 20, 2022 due to regulatory restrictions. Efecte expects to announce full details of the Formal Offer in mid-August 2022. Aankondiging • Jul 02
Efecte Plans to Delist InteliWISE On 27 May 2022, Efecte announced that it had made a voluntary public tender offer to the shareholders of InteliWISE S.A. (“InteliWISE”) to tender all their shares in InteliWISE to Efecte for a consideration of PLN 3.99 (approximately EUR 0.85) in cash per share (the “Offer”). At the end of the acceptance period on June 29, 2022 Efecte has received irrevocable subscriptions for an aggregate amount of 6 175 244 shares, which represents 90.03% of the shares and votes in InteliWISE. Efecte deems this a sufficient result to be able to complete the transaction successfully and will settle the Offer for the irrevocable subscriptions it has received by the end of the initial acceptance period. The expected settlement date is July 1, 2022. After the settlement, InteliWISE will be reported as a subsidiary in Efecte group’s consolidated financial statements starting July 1, 2022. Efecte further extends the acceptance period of the Offer until July 6, 2022 (the “Extension Period”) in order provide the remaining shareholders in InteliWISE an opportunity to accept the cash offer. The acceptance period will thereafter not be further extended. Expected settlement date for the subscriptions received during the Extension Period is July 11, 2022. If after the Extension Period, the total aggregate number of subscriptions is less than 95% of shares and votes in InteliWISE,?Efecte intends to announce a new formal delisting tender offer for all remaining shares in InteliWISE and does not intend to raise the price from the 3.99 zloty level. The completion of a formal delisting tender offer would allow Efecte to delist InteliWISE shares from Warsaw NewConnect alternative marketplace regardless of the number of new subscriptions during the delisting tender offer. In October 2022, the provisions of the so-called holding law that governs the relations of companies belonging to the same group will come into force in Poland. According to the new provisions of law,?it is under certain circumstances possible to squeeze out remaining shares in a delisted company if the majority shareholder holds more than 75% of all shares. The new legislation would enable Efecte to squeeze out remaining minority shareholders even if the threshold of 95%, specified in the Offer, is not reached. If the threshold of 95% is reached, delisting and squeeze out actions can start immediately after the settlement. Reported Earnings • May 20
First quarter 2022 earnings released First quarter 2022 results: Revenue: zł1.40m (up 31% from 1Q 2021). Net income: zł50.4k (down 44% from 1Q 2021). Profit margin: 3.6% (down from 8.3% in 1Q 2021). The decrease in margin was driven by higher expenses. Over the last 3 years on average, earnings per share has increased by 25% per year but the company’s share price has only increased by 9% per year, which means it is significantly lagging earnings growth. Valuation Update With 7 Day Price Move • Apr 12
Investor sentiment improved over the past week After last week's 16% share price gain to zł2.32, the stock trades at a trailing P/E ratio of 78.3x. Average trailing P/E is 20x in the Software industry in Poland. Total returns to shareholders of 32% over the past three years. Valuation Update With 7 Day Price Move • Feb 24
Investor sentiment deteriorated over the past week After last week's 21% share price decline to zł1.89, the stock trades at a trailing P/E ratio of 63.8x. Average trailing P/E is 19x in the Software industry in Poland. Total returns to shareholders of 2.2% over the past three years. Reported Earnings • Feb 16
Full year 2021 earnings: Revenues and EPS in line with analyst expectations Full year 2021 results: EPS: zł0.03 (up from zł0.017 in FY 2020). Revenue: zł4.29m (down 10% from FY 2020). Net income: zł203.2k (up 72% from FY 2020). Profit margin: 4.7% (up from 2.5% in FY 2020). The increase in margin was driven by lower expenses. Revenue was in line with analyst estimates. Over the last 3 years on average, earnings per share has increased by 7% per year whereas the company’s share price has increased by 12% per year. Reported Earnings • Nov 13
Third quarter 2021 earnings released The company reported a decent third quarter result with improved earnings and profit margins, although revenues were weaker. Third quarter 2021 results: Revenue: zł1.01m (down 14% from 3Q 2020). Net income: zł83.6k (up zł191.9k from 3Q 2020). Profit margin: 8.2% (up from net loss in 3Q 2020). The move to profitability was driven by lower expenses. Over the last 3 years on average, earnings per share has fallen by 1% per year but the company’s share price has increased by 18% per year, which means it is well ahead of earnings. Reported Earnings • Aug 21
Second quarter 2021 earnings released The company reported a poor second quarter result with weaker earnings, revenues and control over costs. Second quarter 2021 results: Revenue: zł1.06m (down 26% from 2Q 2020). Net loss: zł83.9k (down 130% from profit in 2Q 2020). Over the last 3 years on average, earnings per share has increased by 18% per year whereas the company’s share price has increased by 13% per year. Valuation Update With 7 Day Price Move • Jun 16
Investor sentiment improved over the past week After last week's 16% share price gain to zł3.18, the stock trades at a trailing P/E ratio of 58.7x. Average trailing P/E is 24x in the Software industry in Poland. Total returns to shareholders of 67% over the past three years. Is New 90 Day High Low • Feb 23
New 90-day low: zł2.66 The company is down 12% from its price of zł3.02 on 25 November 2020. The Polish market is up 8.0% over the last 90 days, indicating the company underperformed over that time. It also underperformed the Software industry, which is up 11% over the same period. Reported Earnings • Feb 17
Full year 2020 earnings released: EPS zł0.022 (vs zł0.014 in FY 2019) The company reported a strong full year result with improved earnings, revenues and profit margins. Full year 2020 results: Revenue: zł4.77m (up 24% from FY 2019). Net income: zł153.3k (up 59% from FY 2019). Profit margin: 3.2% (up from 2.5% in FY 2019). The increase in margin was driven by higher revenue. Over the last 3 years on average, earnings per share has fallen by 8% per year but the company’s share price has increased by 11% per year, which means it is well ahead of earnings.