Ann: Trading Halt, page-121

@Kristian333 I agree with you (mostly ). Anyway, this is not a takeover announcement as it states clearly to the ASX that it's related to Brazil (I don't think they would mess around with the ASX. Would they? )

On takeovers in general.

1. Nick and others could be against it but then it becomes a hostile takeover. Whether it succeeds or not is another story. The potential buyer may be able to sway a good portion of the 75% private shareholders (81.5% if you include Cancun Trading) who have reached the limits of their patience. They only need to get 50.1% of the shares to effectively be the decision makers. For some shareholders it will not be a good proposition for sure, but as you well know, for some it may be a good way out for a decent gain (say 3c a share). This is purely hypothetical of course but there are other facts that will stop such takeover from happening (see later).

2. Nick could be for a takeover because he gets loads of cash early and can move on to plug the rest of the universe to his "Internet of Things" and "Hub of Things" (did I say Blockchain?) and with a bit of luck the buyer would inject money in his new venture(s) as well. Nothing against Nick maintaining a stake in the company. Therefore the question would be "What's in it for Nick?" and forget the shareholders.

3. This is a perfect time for a takeover. You can still buy a company with a good potential for a relatively low price (project things 3 years from now). You would expect however a buyer to do some serious due diligence and weigh in the pros and cons. In the case of TV2U there are some serious show stoppers that need to be negotiated with Nick if the deal is to proceed.

4. As you stated "TV2U does not [represent] any value for someone taking it over". That is so true. In addition to what I stated in 3 above, any elementary due diligence will discover that TV2U has no intellectual property or patents for its products. The 5 odd patent submitted by TV2U in 2014 lapsed, as they were taken over by Talico Technologies.
http://www.ipaustralia.com.au/applicant/tv2u-pty-ltd/patents/

They will also discover that Nick's Talico Technologies owns the products and the IP rights and licenses them to TV2U. Not a good sign for a hostile but great if Nick agrees and maintains a stake in TV2U. This is also a potential major reason why institutional investors are not hopping in. In fact TV2U is based on products assembled from 3rd parties (Vubiquity, Arris/SeaWell, Elemental, etc.) and concepts and licenses owned by Talico. I found no reference that the Talico licensing is exclusive to TV2U. Potentially, that means that I can set up a company, negotiate a licensing deal with Talico, and buy/license the products from the 3rd parties and be up and running within 6 months with a competing platform.

"TALICO holds IPR [Intellectual Property Rights] that it licenses to OEM (Other Equipment Manufacturers) enabling companies to launch products at an accelerated time to market cost effectively."
http://www.talicotech.com/
https://*********.com.au/tv2u-international-new-product-lines/

That is to say that a takeover deal excluding Nick from the equation is practically impossible. But option in item 2 above is very much out there.

5. Remember back in 2014, officially it was Galicia Energy that took over TV2U, not the other way around.
https://www.asx.com.au/asxpdf/20150603/pdf/42yz766wl68ztm.pdf

Galicia was then renamed TV2U (basically to dissociate the name from the mining business and reflect it's new business). But in the document some interesting facts were stated.

"Shortly after incorporation, TV2U entered into agreements with Mr Nick Fitzgerald (the proposed Chief Executive Officer and Managing Director of the Company), TV2U Pty Ltd and TARA IP Limited (both entities controlled by Nick Fitzgerald) to acquire and/or license the key intellectual property rights for the business model summarised in Part B below.
TV2U Pty Ltd (the entity from which the majority of the intellectual property and other assets were acquired) was mainly a systems integration company operating on a model of seeking capital expenditure based funding to deliver specific customer projects based on systems integration. "
https://www.asx.com.au/asxpdf/20151110/pdf/432wcdkk4p0nm1.pdf

In fact, if you read this the way it should be read, this was actually a reverse takeover by Nick of a company (Galicia) that had some cash but whose mining business was going nowhere. Nick need to raise capital he could not have obtained otherwise. He also put China as the target market, to make it a very attractive business proposition indeed. So this was a very shrewd move by Nick actually. You will notice that the name Talico is kept out of everything, the deal with Galicia makes no reference to Talico, Talico is not mentioned once on TV2U's website, etc.

All this to say that Nick could potentially find himself another Galicia making the scenario outlined in item 2 above very likely. If you think this far fetched, have a quick look at the link below.
https://suite.endole.co.uk/insight/people/16311445-mr-nicholas-dominic-fitzgerald

It's an education and it explains why Nick mentions in his TV2U presentations things totally unrelated to TV2U's business, not even future business. Note that companies like APAC Media and EZY TV have been dissolved. The other 'interests' started after the Galicia/TV2U deal was concluded and are looking for investors

Food for thought

Have a great weekend K and everyone reading this.