Re: To Tender or Not
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Welcome To The Spider Resources HUB On AGORACOM
First Explorer at the "Ring of Fire" and presently drilling on the "BIG DADDY" Chromite/Pge's jv'd property...yet we were robbed
Message: Re: To Tender or Not
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"I am not trying to discourage anyone, but I am almost certain that if CLF has not reached their target of 66% yet they will most likely be buying up the amount of shares required next week. CLF has the expertise and many investor friends with deep pockets to achieve this with little or no problem at all."
Cliffs target is 100%. From the Takeover Bid Cricular:
"The purpose of the Offer is to enable the Offeror to acquire all of the outstanding Common Shares."
If they get 90%+, Cliffs will go with a Compulsory Acquisition procedure.
From section 205 of the CBC Act (Part XVII, section 206) :
"(3) An offeror may acquire shares held by a dissenting offeree by sending by registered mail within sixty days after the date of termination of the take-over bid and in any event within one hundred and eighty days after the date of the take-over bid, an offeror’s notice to each dissenting offeree and to the Director stating that
(a) the offerees holding not less than ninety per cent of the shares to which the bid relates accepted the take-over bid;
(b) the offeror is bound to take up and pay for or has taken up and paid for the shares of the offerees who accepted the take-over bid;
(c) a dissenting offeree is required to elect
(i) to transfer their shares to the offeror on the terms on which the offeror acquired the shares of the offerees who accepted the take-over bid, or
(ii) to demand payment of the fair value of the shares in accordance with subsections (9) to (18) by notifying the offeror within twenty days after receiving the offeror’s notice;
(d) a dissenting offeree who does not notify the offeror in accordance with subparagraph (5)(b)(ii) is deemed to have elected to transfer the shares to the offeror on the same terms that the offeror acquired the shares from the offerees who accepted the take-over bid; and
(e) a dissenting offeree must send their shares to which the take-over bid relates to the offeree corporation within twenty days after receiving the offeror’s notice.
If they don't get 90%+, but they get 66´2|3+ they'll likely go for a Second Stage transaction, by way of a 3-way amalgamation, 'squeeze-out' transaction, 'going private' transaction, plans of arragements, etc... What is to be retain there is that in any ways, Spider'S shareholders will in all cases be entitled to dissent, and ask that their shares be bought back at 'fair value' (sorry to repeat, but the more I read, the more it becomes clear in my mind...). (See 31 May Cliffs Circular, pages 43-45... I'm going to know it by hearth in not so long!)
What differs from usual Take-over bids is that we have on the scene a Player who happens to be worth about the same than the target corporation, and who happen to have been rejected from the party! This Player happens to hold a few shares of the target player, and there is a device attached to the shares: a dissenting right allowing the holder to seek fair value for its shares... And, the spoilsport player also happens to have two fresh and strong independant valuations in his back pocket to show the court how cheap the Bully was with the innocent little Spider. And this will probably establish clearly to the face of the World how valuable this 800 000 000 OS little TSX Venture's KWG is really worth!
Want to piggy-back on that? I do!
GLTA.
BaBe.
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