Valuation
posted on
Mar 14, 2011 10:31PM
Good evening friends.
It seems some are expecting a third-party "independent valuation" which might help sort out the real story here and guide our hand going forward. I'm not so sure any such comprehensive disclosure is forthcoming. Perhaps I am wrong; could somebody clarify what the following paragraph from today's news release means:
"Pursuant to Multilateral Instrument MI 61-101 -- Protection of Minority Security Holders in Special Transactions ("MI 61-101"), the Bridge Loans constitute a "related party transaction", and the Business Combination constitutes a "business combination", for Century as Maxim Finskiy, a director of White Tiger, beneficially owns and/or exercises control or direction over more than 10% of Century's outstanding common shares and more than 50% of the outstanding common shares of White Tiger. Century is exempt from the formal valuation requirement as its securities are not listed or quoted on a specified exchange as outlined in MI 61-101."
The NR indicates that both companies retained the services of consultants to examine this issue on behalf of each respective BOD. These consultants have already rendered their opinions. With respect to the value to Century shareholders:
"The board of directors of Century has received a written opinion from Blair Franklin dated March 11, 2011 that, subject to the assumptions, explanations and limitations included in such opinion, the consideration to be received by the shareholders of Century under the Business Combination is fair, from a financial point of view, to such shareholders, other than Maxim Finskiy and Francis Scola."
Any meaningful disclosure or evaluation forthcoming? I read this as NO, aside from the smoke they'll try to blow up our butts in tomorrow's conference call and perhaps some meaningless circular we may get in the mail. I hope I'm wrong.
Here's my favorite exerpt:
"Century shareholders are cautioned that the shares of White Tiger have been trading on the TSX only since the end of December 2010 and generally in small volumes. Accordingly, the trading price of White Tiger's shares on the TSX may not be indicative of the intrinsic value of such shares. The Century special committee believes that the proposed exchange ratio is more indicative of the relative intrinsic values of the two companies than the current market price of each company's shares."
You don't say! More indicative! That's akin to saying Mussolini was more lovable than Hitler.
Johnny