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DX Group Plc (DX.)     

dreamcatcher - 12 Mar 2014 13:45



DX (Group) plc ("DX") is an independent mail, parcels and logistics end to end network operator in the UK and Ireland (Eire) established in 1975, delivering approximately 170 million items in 2013. DX provides next day delivery services for mail, parcels and 2-Man deliveries to business and residential addresses nationwide, for both public and private sector companies. In particular, DX specialises in next day or scheduled delivery of time sensitive, mission critical and high value items for B2B and B2C customers. In March 2012, DX acquired Nightfreight, subsequently named DX Freight, a specialist in the field of irregular dimension and weight freight in the UK B2B and B2C markets with over 7 million deliveries per annum.


IPO Date - 27/02/2014
DX.:LSE is traded on the London Stock Exchange Alternative Investment Market (Aim)

https://www.thedx.co.uk/


Chart.aspx?Provider=EODIntra&Code=DX.&SiChart.aspx?Provider=EODIntra&Code=DX.&Si

skinny - 22 Nov 2016 08:54 - 48 of 67

HMPO Contract and Trading Update

DX, the independent parcels, mail and logistics operator, announces the outcome of the tender process for the contract with Her Majesty's Passport Office ("HMPO") and provides an update on current trading, including its planning appeal and revised proposal for a new distribution centre in the West Midlands.

Following the conclusion of the tender process for the Home Office contract covering secure delivery services for HMPO, UK Visas and Immigration, National Crime Agency and General Register Office, the Company has been notified that it has been provisionally awarded the contract, which remains subject only to the finalisation of documentation. The contract is for an initial two year period and may be extended by up to two years.

Trading conditions over the first half of the financial year have remained challenging and there has been margin pressure mainly resulting from a change in revenue mix. Nonetheless, with a number of major new contracts due to commence and an encouraging pipeline of new business opportunities under active negotiation, management remains focused on meeting its existing expectations for the full year.

The Company's planning appeal and revised application to develop a new central hub in the West Midlands remains under consideration by the local authority and DX now expects a decision by mid-February. A further update on this will be provided in due course.

Petar Cvetkovic, Chief Executive Officer of DX, said:

"We are very pleased to have retained the Home Office contract in this tender process. We are proud to have provided a high quality service to HMPO for over a decade, setting market-leading standards of security and care during this time, and we look forward to building on these achievements.

Trading pressures remain in the business but we are focused on meeting management expectations for the full year and are encouraged by both the new contracts due to start and by the pipeline of new business opportunities under active negotiation."

skinny - 22 Nov 2016 10:30 - 49 of 67

Numis Under Review 19.50 - - Under Review

skinny - 04 Feb 2017 10:47 - 50 of 67

Interims due on 1st March.

dreamcatcher - 07 Feb 2017 17:11 - 51 of 67

If they are still here. Thought they were set to recover.

skinny - 20 Mar 2017 17:17 - 52 of 67

Requisition of General Meeting

DX announces that it has received on behalf of Gatemore Capital Management LLP (the "Requisitionist"), the beneficial owner of in excess of 11 per cent. of the paid up capital of the Company carrying voting rights at general meetings of the Company, a notice, pursuant to sections 168 and 303 of the Companies Act 2006 (the "Act"), requisitioning a general meeting of the Company's shareholders (the "Requisition").

The Requisition proposes resolutions to replace the two current Non-executive Directors of the Company, being Bob Holt and Paul Murray, with the following four individuals, Ron Series, Paul Goodson, Russell Black and Lloyd Dunn. The Requisition further proposes that Ron Series be appointed as Chairman of the Company. If such resolutions are passed, all of the Company's Non-executive Directors will have been proposed by the Requisitionist.

The Board of Directors currently intends, in accordance with section 304 of the Act, to call such a general meeting within 21 days of the receipt of the Requisition and to provide for such meeting to be held on a date not more than 28 days after the date of the notice of such meeting.

Shareholders are advised to take no action at this time. Further announcements will be made in due course.

skinny - 21 Mar 2017 08:22 - 53 of 67

Response to Requisition Notice

The Board of DX is disappointed by the decision taken by Gatemore Capital Management LLP ("Gatemore") to requisition a general meeting of the Company. The Company believes it has an open and constructive dialogue with its shareholders and, at this stage, outside of Gatemore's proposal to replace DX's two existing Non-executive Directors, the Board is unclear as to Gatemore's intended objectives in requisitioning a meeting.

As announced in early February, the Board has commenced a wide-ranging review of the Company's operations with a view to driving revenues and improving its financial performance. The Board is pleased with the progress being made in this regard and with its wider initiatives. In addition, it has strengthened the Company's Senior Management Team with a number of new appointments, including Nick Cullen as Chief Operating Officer. Ian Gray, a highly experienced business transformation specialist, has also been acting as a consultant to the Board since mid-January.

The Company will be reporting on the half year ended 31 December 2016 on 31 March 2017 when a further update on its progress will be given. In the intervening period, the Board will continue to pursue current initiatives to the benefit of shareholders and views Gatemore's requisition notice as disruptive to management efforts and focus.

As previously confirmed, the Board of Directors currently intends, in accordance with section 304 of the Act, to call such a general meeting within 21 days of the receipt of the Requisition and to provide for such a meeting to be held on a date not more than 28 days after the date of the notice of such meeting.

Shareholders are advised to take no action at this time. Further announcements will be made in due course.

skinny - 29 Mar 2017 08:37 - 54 of 67

Major New Contract Win

DX, the independent parcels, mail and logistics operator, is delighted to announce that it has won a major contract worth in excess of £10m per annum providing bespoke logistic services for Avon UK, the leading beauty company. The contract, which is now underway, was awarded after a lengthy competitive tender process and is for an initial 3-year term. The win underpins management's existing expectations of the Company's performance in the current financial year.

Avon will benefit from DX's integrated capability, which will provide for an enhanced customer service experience.

Petar Cvetkovic, Chief Executive Officer of DX said:

"We are pleased to have secured this major new contract with Avon UK. The bespoke logistics solution we have designed for Avon reflects our customer-centric approach and highlights the 'OneDX' capability. Our services are now underway and should provide for more efficient and flexible deliveries and ultimately an improved customer experience."

skinny - 31 Mar 2017 08:01 - 55 of 67

Interim Results

KEY POINTS

Financial

· Revenue of £142.7m (2015: £141.6m)


· EBITDA of £3.9m (2015: £5.6m) / Adjusted* PBT of £0.6m (2015: £2.4m)


· Reported LBT of £29.3m (2015: £87.1m) - after exceptional items of £28.8m, relating mainly to goodwill impairment (2015: £88.4m)


· Loss before tax and exceptional items of £0.5m (2015: £1.3m profit)


· Adjusted* EPS of 0.5p (2015: 1.1p) / Reported LPS after exceptional items of 14.4p (2015: 43.6p)


· Wide-ranging review of the Company's operations underway to improve financial performance and increase revenues


· Refinancing terms agreed which better match the needs of the business


Operations

· Change in overall revenue mix resulted in lower average margin


· Parcels & Freight revenue increased by 2.8% to £80.3m:
- Strong volume growth at DX 2-Man but flat growth in DX Courier and DX 1-Man

· Mail & Packets revenue declined by 3.6% on a like-for-like basis but is up 1.0% overall at £55.5m:
- Decrease in DX Exchange was in line with management expectations
- Growth in DX Secure was below targeted levels
- Addition of Legal Post and First Post, acquired in May 2016, added £2.6m of revenues

· Logistics revenue decreased by £1.7m to £6.9m but prior year included £4.3m of low margin discontinued contracts. Significant wins:
- Three year contract with Avon UK post period - worth in excess of £10m p.a.
- IKEA relationship is expanding


· 'OneDX' network optimisation and development programme experienced short term operational issues with a co-location, resulting in temporary higher costs:
- A further major site consolidation project was completed - at Norwich
- Both projects will drive customer service benefits and efficiencies

· Management is considering its options on a new hub with stakeholders


· Management team significantly strengthened, and business transformation specialist has been working with the Company since mid-January


· Current trading is in line with management expectations


· The Board is in discussions with John Menzies plc regarding the potential combination of DX and the distribution business of John Menzies plc - see separate announcement
- A further announcement will be made when appropriate


* Adjusted profit before tax and adjusted EPS exclude amortisation of acquired intangibles and exceptional items


Petar Cvetkovic, Chief Executive Officer, commented:

"Results have been impacted by the trading pressures reported in February and we have since initiated a wide-ranging review of the Company's operations to improve financial performance and drive revenues. We have also significantly strengthened our senior management team and have been working with a business transformation specialist since mid-January.

"We are pleased with progress with recent initiatives and are encouraged by recent new business wins, including our major contract with Avon UK. Our pipeline of new business is also currently standing at its strongest level in recent years.

"The Board remains highly focused on implementing measures to turnaround business performance and in addition is currently in discussions regarding the potential combination of DX and the Distribution division of John Menzies. We believe that the combination of the businesses has strong strategic logic for all stakeholders and represents an opportunity to deliver significant value to both companies' shareholders. We will provide a further update in due course."

skinny - 31 Mar 2017 08:02 - 56 of 67

Re: John Menzies' Distribution Division

Potential combination of DX and John Menzies' Distribution division



The boards of DX (Group) plc ("DX") and John Menzies plc ("John Menzies") today announce that they are in discussions regarding the potential combination of DX and John Menzies' Distribution division ("Menzies Distribution") (the "Transaction" and together the "Enlarged Group").

The boards of DX and John Menzies believe that the combination has strong strategic logic for all stakeholders and represents an opportunity to deliver significant value to both companies' shareholders. The boards of DX and John Menzies believe that the combination would benefit the customers of DX and Menzies Distribution through the creation of a logistics and parcel carrier of enhanced scale and capability operating through a 24 hour UK wide logistics network. Based on a preliminary joint assessment, the boards of DX and John Menzies estimate that the combination would generate cost synergies in the range of £8 million to £12 million per annum.

It is currently envisaged that the Transaction would be effected by DX acquiring Menzies Distribution for consideration, on a cash and debt free basis, comprising £60 million in cash and the issue of new DX ordinary shares (the "New DX Shares") representing 80% of DX's issued share capital as enlarged by the Transaction. The cash consideration will be satisfied by new borrowings by the Enlarged Group.

As part of the Transaction, it is proposed that approximately 17% of John Menzies' defined benefit pension scheme would transfer to the Enlarged Group. John Menzies' pension scheme would receive New DX Shares amounting to up to 5% of DX's issued share capital as enlarged by the Transaction as part of the transfer arrangements agreed with the John Menzies pension trustees.

It is intended that the balance of the New DX Shares would be issued by DX to John Menzies' shareholders pro rata to their holdings of shares in John Menzies at the relevant date. On this basis, current DX shareholders would own, in aggregate, 20% of DX's issued share capital, John Menzies shareholders would own, in aggregate, at least 75% of DX's issued share capital and up to 5% of DX's issued share capital would be owned directly by John Menzies' pension scheme.

The boards of DX and John Menzies believe the proposed Transaction structure enables both DX and John Menzies shareholders to share in the significant value created by the combination of DX and Menzies Distribution, whilst increasing significantly the liquidity of DX's ordinary shares and enabling the divestment of Menzies Distribution into a separately quoted company in line with John Menzies' strategy.

On completion of the Transaction, it is intended that the composition of the board of the Enlarged Group would comprise a new chairman and new independent non-executive directors. Greg Michael and Paul McCourt, currently Managing Director and Finance Director, respectively, of Menzies Distribution, would become Group Chief Executive Officer and Chief Financial Officer of DX. Daljit Basi, currently Finance Director of DX, will become an Executive Director.

The Boards of DX and John Menzies currently anticipate the Transaction will be completed during the summer of 2017. Discussions are ongoing and there can be no certainty that a transaction will occur.

Zeus Capital is acting as financial adviser to DX and Rothschild is acting as financial adviser to John Menzies.

Greg Michael (Managing Director of Menzies Distribution) was appointed Managing Director of Menzies Distribution on 1 January 2017. He has previously held senior positions in DHL and Deutsche Post and has a successful track record in managing and driving companies' growth performance within the logistics sector.

Paul McCourt (Finance Director of Menzies Distribution) joined Menzies Distribution in 2014 from Ingenico Northern Europe and Iberia where he was Finance and Operations Director. Before that Paul spent 10 years with PricewaterhouseCoopers as a senior manager followed by 3 years at Grant Thornton as a Director.

If the Transaction proceeds, it will constitute a reverse takeover by DX in accordance with Rule 14 of the AIM Rules for Companies. Accordingly, ordinary shares in DX are expected to be suspended from trading on AIM as of 7.30am today, pending either publication of an admission document containing detailed information on the proposed transaction in accordance with AIM Rule 14 or the termination of discussions regarding the proposed transaction.

A further announcement will be made when appropriate.

skinny - 05 Jun 2017 07:13 - 57 of 67

Update on the proposed combination of DX and John Menzies' Distribution division.

Further to the announcement made on 31 March 2017 by DX (Group) plc ("DX") and John Menzies plc ("John Menzies") regarding the potential combination of DX and John Menzies' Distribution division ("Menzies Distribution" and, together with DX, the "Enlarged Group") (the "Transaction"), the boards of DX and John Menzies today announce agreed revised terms of the Transaction.

The boards of DX and John Menzies continue to believe that the combination has strong strategic logic for all stakeholders and that the Transaction, on the agreed revised terms, represents an opportunity to deliver significant value to both companies' shareholders. The boards of DX and John Menzies believe that the combination would benefit the customers of DX and Menzies Distribution through the creation of a logistics and parcel carrier of enhanced scale and capability operating through a 24 hour logistics network across the UK and Ireland. Based on a joint assessment, the boards of DX and John Menzies estimate that the combination would generate cost synergies of around £10 million per annum.

Under the revised terms of the Transaction, it is envisaged that DX would acquire Menzies Distribution for consideration, on a cash and debt free basis, comprising £40 million in cash and the issue of new DX ordinary shares (the "New DX Shares") representing 65% of DX's issued share capital as enlarged by the Transaction. The cash consideration would be satisfied by new borrowings by the Enlarged Group.

On this basis, on completion of the Transaction, current DX shareholders would therefore own, in aggregate, 35% of DX's enlarged issued share capital. It is intended that the New DX Shares would be issued by DX to John Menzies' shareholders pro rata to their holdings of shares in John Menzies at the relevant date such that John Menzies shareholders would own, in aggregate, 60% of DX's enlarged issued share capital and 5% of DX's enlarged issued share capital would be owned directly by John Menzies' pension scheme as retained by John Menzies.

As previously announced, it is proposed that approximately 17% of John Menzies' defined benefit pension scheme would transfer to the Enlarged Group as part of the Transaction. The receipt by John Menzies' pension scheme, as retained by John Menzies, of 5% of DX's enlarged issued share capital is part of the transfer arrangements agreed with the John Menzies pension trustees.

In addition, the boards of DX and John Menzies recognise the importance of a dividend to shareholders of the Enlarged Group. It is intended that the Enlarged Group will reinstate the payment of a regular dividend on completion of the Transaction, taking into account the leverage, earnings growth and investment requirements of the business.

Alongside the Transaction, John Menzies intends to raise gross proceeds of approximately £30 million by way of a conditional cash placing of new John Menzies shares primarily to institutional investors, the proceeds of which would be retained by John Menzies post completion of the Transaction.

The boards of DX and John Menzies believe the proposed Transaction structure enables both DX and John Menzies shareholders to share in the significant potential value created by the combination of DX and Menzies Distribution, whilst increasing substantially the liquidity of DX's ordinary shares and enabling the divestment of Menzies Distribution into a separately quoted company in line with John Menzies' strategy. The boards of DX and John Menzies believe respectively that the Transaction would create strategically focussed companies, each of which would have a strong balance sheet and the financial resources to invest in the future of their respective businesses for the benefit of each company's stakeholders.

In light of the revised terms, GCM Partners II, L.P., acting by its investment manager Gatemore Capital Management LLP ("Gatemore"), which is the beneficial owner of 21.3% of DX's issued share capital, has entered into an irrevocable undertaking with DX, dated 4 June 2017, to vote in favour of the resolutions implementing the Transaction at the general meeting of DX shareholders to be held to approve the Transaction in due course.

The Transaction would be subject, inter alia, to the approvals of both DX and John Menzies shareholders at respective general meetings.

The boards of DX and John Menzies continue to anticipate the Transaction will be completed during the summer of 2017. Discussions are ongoing and there can be no certainty that a transaction will occur.

Bob Holt, Chairman of DX, and Dermot Smurfit, Chairman of John Menzies, said:

"We are pleased to have reached this agreement and believe that the revised terms of the proposed transaction represent an attractive opportunity for all stakeholders of both companies."

skinny - 09 Jun 2017 08:15 - 58 of 67

Investigation by the City of London Police

The Board of DX announces that it has been notified by the City of London Police Economic Crime Directorate ("City of London Police") of an allegation that has been made against the Company which has resulted in the commencement of a preliminary investigation centred on the DX Exchange operations.

The investigation is at a very early stage. The Board of DX received the details of the allegation on 7 June 2017 and is co-operating fully with the City of London Police.

A further announcement will be made when appropriate.

skinny - 09 Jun 2017 08:15 - 59 of 67

Response to DX (Group) plc announcement

The Board of John Menzies plc ("John Menzies") notes the announcement made this morning by DX (Group) plc.

The Board of John Menzies is considering its position and will make a further announcement as and when appropriate.

skinny - 30 Jun 2017 07:51 - 60 of 67

Board Appointment

DX, the independent parcels, mail and logistics operator, is pleased to announce the appointment of Ian Gray to the Board as a Non-executive Director with effect from 1 July 2017.

As previously reported, Ian Gray, FCA, has been working with the Board since mid-January and has extensive experience in advising companies on business transformation and strategy development. Over the past 20 years, he has provided high-level counsel to UK companies across a range of industry sectors, including distribution, retail and food production. He is currently Chairman of Avicenna plc, the UK's largest independent pharmacy support group, and of Atlantic Holdings Limited, a world-leading media production company. Until very recently, he was a Director of KM (Holdings) Limited, the regional newspaper group.

Bob Holt, Chairman, commenting on Ian's appointment said:

"We are delighted to announce the appointment of Ian Gray as a Non-executive Director. Ian has become increasingly involved with DX since he started working with us and his skills and experience have made a valuable contribution at Board level. This appointment formalises his role and strengthens the Board. We look forward to working with him in his new capacity."

skinny - 21 Aug 2017 07:31 - 61 of 67

Resumption of Trading in DX Ordinary Shares

DX announces that the resumption of trading in the Company's Ordinary Shares of £0.01 each ("the Shares") will take effect from 07:30 today, 21 August 2017. The suspension of the Shares followed a request from DX pending the outcome of discussions with the Board of John Menzies plc to combine DX with John Menzies' Distribution division in a transaction that would have represented a reverse takeover by DX under the AIM Rules (the "Transaction").

Following the announcement of 14 August, reporting that discussions had concluded without suitable terms for both sides being agreed, the DX Board is now pursuing business transformation on a stand-alone basis. As stated in the announcement, this approach has the support of both DX's major shareholder and its bankers, and discussions on financing options continue.

The Company's full year results for the year ended 30 June 2017 are currently expected to be announced in early Q4. They will include the aborted costs of the Transaction and certain other expected non-recurring exceptional items, principally a non-cash goodwill impairment following a review in accordance with the requirement of IAS 36 'Impairment of assets'.

The Company continues its discussions with Ron Series on his anticipated appointment as Chairman and it is expected that this appointment will be confirmed in the near term. The appointments to the board of Messrs Black, Dunn and Goodson are expected to follow shortly after that of Ron Series. Further announcements will made in due course as appropriate.

skinny - 22 Sep 2017 07:10 - 62 of 67

Financing Update, Property Disposal, Gatemore Loan

X announces that it has exchanged contracts with ChanceryGate (Livingston) Limited to sell and leaseback certain freehold properties (the "Properties") for an aggregate cash consideration of £4.5m (the "Property Transaction"). At the same time, the Company has entered into an unsecured loan agreement with GCM Partners II, a fund controlled by its major shareholder Gatemore Capital Management LLP ("Gatemore"), for a loan to the Company of £2.0m (the "Gatemore Loan").

As previously announced, the Company has been in discussions with Gatemore and HSBC, its bankers, with regards to financing options for the Company's standalone transformation strategy. The proceeds of the Property Transaction and the Gatemore Loan will be used principally to repay the Company's term loan with HSBC, which is the first step of an essential comprehensive refinancing of the Company. The Company is currently in close and constructive discussions with certain key shareholders regarding this broader refinancing. This is necessary because the Board has identified a near term material funding requirement, over and above the Company's existing resources, to address a working capital shortfall, caused by the Company's recently reduced levels of profitability, and to provide funds for the planned investment into improving the financial performance of the DX business.

A further announcement on financing will be made within coming weeks.

Details of the Property Transaction

The Properties subject to the sale and leaseback transaction comprise the Company's sites at Thatcham, Basildon, Rotherham, Northampton (Kyoto Close) and Nottingham (Woolsthorpe Close). The aggregate sale proceeds are £4.5m and the Properties have an aggregate book value of £5.0m. The lease terms for the Properties provide for an aggregate rent of c£450k per annum with lease terms of between 2 and 10 years.

Completion of the Property Transaction is expected on 29 September 2017.

Details of the Gatemore Loan and related party transaction

The Gatemore Loan is an unsecured £2.0 million bullet loan with simple interest of 10% per annum rolling up from date of advance, which is expected to be 29 September 2017. Repayment of the loan is due by 30 November 2017, with no early repayment penalties.

The Board had initially included the freight and logistics hub at Willenhall (the "Willenhall Hub") in the portfolio for sale but, following discussions with the proposed directors, management and other stakeholders, it was considered that the Willenhall Hub was a site of potential strategic value to the Company and it would be beneficial to retain the flexibility of continuing to hold the freehold. Gatemore, as a key supporter of the Company's transformation strategy, has agreed to provide the Gatemore Loan, which facilitates the repayment of the Company's term loan with HSBC (described below).

Gatemore, as a substantial shareholder of the Company, is a related party and therefore the Gatemore Loan constitutes a "related party transaction" under the AIM Rules.

The Directors of the Company consider, having consulted with the Company's nominated adviser, Zeus Capital, that the terms of the transaction are fair and reasonable insofar as the Company's shareholders are concerned.

Use of Proceeds

The proceeds of the Property Transaction and the Gatemore Loan will be used to repay the Company's c£5.8m term loan with HSBC, with the balance used for working capital purposes. The repayment of the term loan is part of DX's continuing discussions with HSBC regarding extending the term of its invoice discounting facility and the wider financing of its business.

Bob Holt, Chairman, DX (Group) plc, commented:

"We welcome the support of our shareholder, Gatemore, alongside that of our bank, HSBC, as we proceed with our standalone transformation strategy, and will provide a further update on the Company's financing arrangements within coming weeks."
Liad Meidar, CIO and Managing Partner of Gatemore Capital Management:

"The Gatemore loan has enabled the Company to pay down HSBC's term loan while retaining the freight hub in Willenhall. This gives the Company greater financial and operational flexibility, setting the stage for the refinancing. We expect to roll our loan shortly into the new financing, positioning DX with a healthy balance sheet and a new start under proven leadership."

The information communicated in this announcement is inside information for the purposes of Article 7 of Market Abuse Regulation No. 596/2014


Enquiries

skinny - 09 Oct 2017 07:12 - 63 of 67

£24.0m Fundraising, CEO Appointment and Proposed Board Changes

Fundraising

· DX is pleased to announce that it has reached agreement on legally binding heads of terms for a £24.0m fundraising (the "Fundraising"), following the announcement regarding its funding requirements on 22 September 2017

· The Fundraising is time critical to address the short term cash position of the Company which has become weak reflecting the previously announced challenges in the business that have impacted profitability and cash generation

· The Fundraising is to be in the form of secured loan notes with conditional conversion rights (the "Loan Notes"):
− Tranche 1 of £16.3m - to be issued principally to GCM Partners II LP ("Gatemore") and the Proposed Directors
− Tranche 2 of £7.7m - to be issued principally to Hargreave Hale Limited acting as investment manager for Marlborough Special Situations Fund ("Hargreave Hale"), conditional on shareholder approval of conversion rights

· Subject to receiving the requisite shareholder approvals, these convertible Loan Notes will be capable of conversion at 10 pence per new DX share, which represents a premium of c.28 per cent. to the average closing price of DX ordinary shares over the 20 trading days immediately prior to the date of this announcement

· The Board considers that a fundraising by way of Loan Notes with conditional conversion rights is the most appropriate route for the Company to raise the capital it needs in the timescale available

· Refinancing of £2.0m unsecured term loan from Gatemore is included in the aggregate issue

· The principal amount of Tranche 2 may be extended by up to £2.0m, following the completion of the £7.7m subscription but before 30 June 2018, and only on application of the Company and the agreement of a 75 per cent. majority, in value, of the Lenders. Such additional Tranche 2 Loan Notes would be offered pro-rata to all Tranche 1 and Tranche 2 Lenders

· The net proceeds of the Fundraising will be used to address the working capital shortfall, and capital expenditure and restructuring costs

Board Changes

· Lloyd Dunn is appointed as CEO with immediate effect, initially a non-Board position

· Ron Series, Lloyd Dunn, Russell Black and Paul Goodson (the "Proposed Directors") are to be appointed to the Board as Chairman, CEO and Non-executive Directors, respectively, on completion of Tranche 1, with the announcement of final results for the year to 30 June 2017

· The Proposed Directors are subscribing for £5.25m of Tranche 1 Loan Notes

· The Proposed Directors bring significant collective experience in managing and improving the performance of freight operations, which is central to the proposed turnaround of DX's performance

more.....

skinny - 20 Oct 2017 07:08 - 64 of 67

Preliminary Results

FINANCIAL

· Revenue of £291.9m (2016: £287.9m)

· EBITDA1 of £7.2m (2016: £18.0m)

· Adjusted2 profit before tax and exceptional items of £nil (2016: £11.5m)

· Exceptional (non-recurring) items of £80.7m (2016: £92.1 million) - includes goodwill impairment of £72.4m (2016: £88.4m) and other one-off items relating principally to property dilapidation provisions, restructuring and professional costs, and senior management departures

· Reported loss before tax of £82.3m (2016: £82.7m)

· Adjusted2 EPS of 0.1p (2016: 4.9p) / Reported loss per share of 40.3p (2016: LPS of 42.1p)

· Debt (net of cash) at 30 June 2017 of £19.1m (2016: £9.8m)

· New financing agreement - see below

1 Earnings before interest, depreciation, amortisation and exceptional items

2 Adjusted profit before tax and adjusted EPS exclude amortisation of 'other intangibles' and exceptional items.



OPERATIONAL

· Focus on addressing operational and financial underperformance with a wide-ranging review of the Group's operations

· Attrition at DX Exchange declined year-on-year and was within expected levels

· Overall new business was 20% higher year-on-year

o major new contracts signed with Avon and IKEA3

· Successfully retained contract with the Home Office

· Industry wide shortage of CPC-qualified drivers remains a pressure

o mitigating initiatives continue

3 Additional IKEA revenue was won in the year and a major new contract was signed in September 2017



POST PERIOD

· New leadership team appointed - Ron Series as Chairman and Lloyd Dunn as CEO

o Russell Black and Paul Goodson join as Non-executive Directors

o all Board changes take effect from 19 October 2017

· New financing provides for a fundraising of £24 million (gross) via secured Loan Notes, with conversion rights, subject to shareholder approval

o supported by investors, including Gatemore Capital and Hargreave Hale, and the new leadership team

o net proceeds will be used to address a working capital shortfall, capital expenditure and restructuring costs

· Firm foundations are in place for the Group's turnaround

skinny - 20 Oct 2017 07:09 - 65 of 67

Board Changes

DX, the independent parcels, mail and logistics operator, is pleased to confirm that the proposed changes to the composition of its Board of Directors, as reported on 9 October 2017, have come into effect.

Ron Series has assumed the role of Chairman from Bob Holt, who is retiring from the Company. Lloyd Dunn, who became Chief Executive Officer in a non-Board capacity on 9 October, now joins the Board, and Russell Black and Paul Goodson both join the Board as Non-executive Directors. Paul Murray is retiring as a Non-executive Director although will remain with the Company in a consultancy role over a three month period. Ian Gray continues in his role as a Non-executive Director until the Company's AGM in 2018.

skinny - 18 Jul 2018 07:07 - 66 of 67

Trading Update

DX, the provider of delivery solutions, including parcel freight, secure, courier and logistics services, announces the following update on trading for the financial year ended 30 June 2018 ("FY2018").

The Board is pleased to report that the Group's turnaround, which commenced at the start of 2018, is progressing steadily, and that both the DX Freight and DX Express divisions have delivered in line with management expectations in the second half. The Directors therefore expect the Group to meet market expectations for FY2018, which includes an underlying loss for the year. Net debt at 30 June 2018 is expected to be approximately £1.1m (30 June 2017: £19.1m), which is better than previously anticipated, and reflects improved working capital management.

As planned, turnaround initiatives in the period have been more focused on DX Freight, and net new business at DX Freight, which includes the Group's irregular dimensions and weight ("IDW") and logistics activities, has been encouraging and continues to gather momentum.

DX Express, which includes DX Exchange, Secure and Courier services, continues to develop its plan to separate DX Exchange from the Secure and Courier operations. In addition, the Group has enhanced the senior management capability within DX Exchange and strengthened the DX Express sales team.

The Board believes that the Group remains well positioned to make further progress against its Turnaround Plans as previously announced on 29 March 2018, and will provide a further update on trading with the announcement of full year results, expected in early October 2018.

The information communicated in this announcement contains inside information for the purposes of Article 7 of the Market Abuse Regulation (EU) No. 596/2014. Upon the publication of this announcement via regulatory news service this inside information is now considered to be in the public domain.

2517GEORGE - 18 Jul 2018 11:41 - 67 of 67

Reduction in net debt is impressive.
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