Associated tags: Capital, MAGT, Thoma Bravo, Cryptocurrency, Committee, EBITDA, TSX, FCF, Canadian House of Commons Special Committee on Electoral Reform, SV, PALO, Proxy, Letter, GOLD, Security (finance), News, Holding company, Auction, Q4, ARR, CAD
Locations: CALIFORNIA, ONTARIO, NELLORE, MAGNET, TORONTO, INDIA, SAN FRANCISCO, CANADA, NORTH AMERICA, UNITED STATES, US
MAGT,
Face,
Thoma Bravo,
Committee,
Software,
Leading,
LTM,
32X,
Comment,
Silicon,
US,
FCF,
Transaction,
TSX,
Select or special committee (United States Congress),
Q4,
ISS,
Cryptocurrency Magnet's operating and financial model are such that roughly every 4 years, revenue converts into free cash flow ("FCF").
Key Points:
- Magnet's operating and financial model are such that roughly every 4 years, revenue converts into free cash flow ("FCF").
- For instance, the company generated US$27mmof revenue in 2018 and generated US$33mmof FCF in 2022.
- The company is expected to generate the equivalent of 2022 revenue, US$99mm, in 2026 FCF -> a compounding machine!
- Or, using the unaffected stock price on January 19th of C$38.15, we derive a multiple of 32x LTM FCF.
TSX,
FCF,
Sale,
GOLD,
Rule,
IPO,
Proxy,
PALO,
MAGT,
SV,
FAIR,
Glass Lewis,
Canadian House of Commons Special Committee on Electoral Reform,
RBC,
ARR,
Disclosure,
Committee,
EBITDA,
Growth,
Q4,
News,
Letter,
Holding company,
Security (finance),
Pharmaceutical industry,
Cryptocurrency,
Auction,
Thoma Bravo Nellore believes that shareholders should be aligned with the independent proxy advisor Glass Lewis, which recommended rejection of the takeover citing "inadequate valuation."
Key Points:
- Nellore believes that shareholders should be aligned with the independent proxy advisor Glass Lewis, which recommended rejection of the takeover citing "inadequate valuation."
- If you have already voted another proxy, you can still vote the GOLD proxy AGAINST the takeover.
- I am the founder and portfolio manager of Nellore, the largest holder of SV shares of Magnet.
- Time is running out, so you need to vote today to ensure your vote is counted at the Meeting of Shareholders.
Retrieved on:
Wednesday, March 15, 2023
TSX,
CAD,
PALO,
MAGT,
Transaction time,
MS,
Glass Lewis,
EBITDA,
Growth,
Thoma Bravo,
CIBC,
NTM,
Financial adviser,
Medical imaging,
Cryptocurrency,
Grayshift,
Doximity Glass Lewis is recognized as a leading independent proxy voting and corporate governance advisory firm in both Canada and the United States.
Key Points:
- Glass Lewis is recognized as a leading independent proxy voting and corporate governance advisory firm in both Canada and the United States.
- The independent Glass Lewis recommendation, based on a careful review of the facts and arguments, is intended to assist shareholders in making choices regarding proxy voting decisions.
- "I am pleased with Glass Lewis' thorough, independent consideration of Nellore's arguments and the firm advice to vote against the transaction.
- The Glass Lewis analysis is fact-based and its recommendation much more straightforward than a shaky 'cautionary approval' from another proxy advisor.
SV,
Toronto,
FCF,
Proxy,
FY,
MAGT,
Canadian House of Commons Special Committee on Electoral Reform,
Research,
Growth,
Morgan Stanley,
GOLD,
Committee,
Q4,
EBITDA,
TSX,
Hope,
Letter,
CIBC,
Thoma Bravo,
PALO,
ARR,
Circular,
Nellore,
Cryptocurrency,
Holding company Nellore, which owns over 1.3 million SV shares, or approximately 11% of Magnet's ~12.3 million SV shares, alerts all Magnet shareholders to the fact that Magnet's Q4 and FY financial results exceed management's forecast and greatly exceed the consensus street estimates that Magnet used to justify the takeover price of C$44.25.
Key Points:
- Nellore, which owns over 1.3 million SV shares, or approximately 11% of Magnet's ~12.3 million SV shares, alerts all Magnet shareholders to the fact that Magnet's Q4 and FY financial results exceed management's forecast and greatly exceed the consensus street estimates that Magnet used to justify the takeover price of C$44.25.
- The full text of the letter follows:
Today is a proud day for Magnet shareholders – thank you Adam, Jad, Angelo, Peter and the whole Magnet team.
- We now believe that the management forecast provided in the circular, which did not reflect full Q4 results, is conservative and expect 2023 revenue to be higher than US$133mm, EBITDA higher than US$30mm and FCF higher than US$33mm.
- For these reasons, we believe that if there were no transaction announced on January 20th, Magnet would actually be trading much higher than current deal price of C$44.25.
Momentum,
SV,
FCF,
Proxy,
MAGT,
Acquisition,
Q3,
Thoma Bravo,
Growth,
EV,
GOLD,
Pluralsight,
Philippine House Special Committee on the East ASEAN Growth Area,
Committee,
PE,
NTM,
EBITDA,
TSX,
Letter,
Nellore,
Security (finance),
Cryptocurrency The full text of the letter follows:
Key Points:
- The full text of the letter follows:
As you know, Nellore Capital Management strongly believes that the C$44.25 price Thoma Bravo is offering for Magnet Forensics is insultingly low.
- More recently, we studied the last 14 years of Thoma Bravo's deal history and are more convinced than ever that we SV shareholders are practically being robbed in this deal.
- Yet, somehow, Thoma Bravo has negotiated a transaction where it is offering the lowest premium for the asset with the highest rate of future return.
- We observed that Thoma Bravo typically pays a significant premium for slower growth companies that need operational fixing.
Retrieved on:
Monday, February 27, 2023
SV,
EBITDA,
Canadian House of Commons Special Committee on Electoral Reform,
VC,
TSX,
195th,
Committee,
News,
CAD,
PE,
Acquisition,
Proxy,
Rolling,
Collect,
Thoma Bravo,
Solitaire,
MAGT,
GOLD,
Public,
Chairperson,
PALO,
SEDAR,
Grayshift,
Parent,
Independent Board for Presbyterian Foreign Missions,
Health,
Disclosure,
Security (finance),
Holding company,
Computer data storage,
Airline,
Auction,
Rare-earth element,
Cryptocurrency The information circular is also available at https://securemagt.com , along with other Nellore materials prepared to oppose the takeover.
Key Points:
- The information circular is also available at https://securemagt.com , along with other Nellore materials prepared to oppose the takeover.
- I am the Founder and Portfolio Manager of Nellore Capital Management LLC, the largest outside holder of Magnet Forensics Inc. with 1.3 million shares.
- The three insiders get to convert (or roll) the majority of their shares into a new entity.
- They will enjoy supercharged returns for many years as Magnet is combined with Grayshift LLC, an innovative mobile device extraction specialist.
Retrieved on:
Thursday, February 9, 2023
Jad,
LLP,
Yoy,
Economics,
Acquisition,
EBITDA,
SEDAR,
Thoma Bravo,
FCF,
Private,
MDIS,
PIPE,
SBC,
Opacity,
Canadian House of Commons Special Committee on Electoral Reform,
Hierarchy,
ARR,
Public security,
News,
Logic,
MAGT,
IPO,
Growth,
Glass,
VWAP,
LP record,
NTM,
Microsoft,
Pressure,
Committee,
Sale,
Letter,
CAD,
Suite,
Human,
CIBC,
Q3,
Vista Equity Partners,
Legislation,
Goodmans,
Private sector,
USD,
EV,
Hatred,
Zoom,
Tax,
Security (finance),
3D printing,
Telescopic sight,
Auction,
Audit,
Pharmaceutical industry,
Axiom,
Atlassian,
Grayshift,
Paycom Nellore owns 1,199,950 subordinate voting shares of Magnet Forensics Inc. ("Magnet" or "MAGT").
Key Points:
- Nellore owns 1,199,950 subordinate voting shares of Magnet Forensics Inc. ("Magnet" or "MAGT").
- Unfortunately, we, the Subordinate Voting shareholders, only have the power to block the current deal, not fill in the ballot for our preferred structure.
- The transaction requires approval from a simple majority (50% + 1) of the subordinate voting shares, excluding the 368,522 shares held by Adam and Jad.
- Therefore, Jim should want the same thing as subordinate voting shareholders: the best financial outcome for his own shares.
