Under the SIA, Felix has agreed to the following exclusivity arrangements until implementation (or termination) of the Scheme:
a) (No shop restriction) it will not solicit or encourage Competing Proposals;
b) (No talk restriction) it will not negotiate or enter into discussions with any Third Party in relation to a Competing Proposal; and
c) (No due diligence) it will not provide any due diligence information for the purposes of enabling a Third Party to make a Competing Proposal.
The 'no talk' and 'no due diligence' restrictions will not apply to a Competing Proposal that is not solicited in breach of the SIA and that the Felix Board determines, in accordance with its fiduciary or statutory duties, to be a Superior Proposal.
Felix is also required to notify Yanzhou of the details of any approaches made to Felix that may potentially lead to a Competing Proposal. If Felix receives a Superior Proposal, Felix's Board must provide Yanzhou with a 5 Business Day period within which Yanzhou can put forward a counterproposal. If Felix's Board decides that such counterproposal produces a superior outcome for the Felix shareholders than the Competing Proposal, then the counterproposal will be implemented.
This might seem obvious to most of you on here... but what does the offer actually mean? I've never held shares in a company that's been taken over before, so I dont know...
Does a cash payment for each share mean that we are forced to sell our shares to the takeover company, or that they will be paying this amount to shareholders and letting us keep our shares?
Also, what is an in-specie distribution on shares?
Ahh, I didn't know they had to obtain 90% acceptance. I will definitely hold out!
Thanks for your help Noirua
"Felix Resources confirms takeover by Yanzhou Coal"- 14/8/2009
http://www.chinadaily.com.cn/china/2009-08/14/content_8570265.htm
Yanzhou Coal Company finished trading on Wall Street 7.3% up and were suspended limit up in Shanghai (+10%).
Felix Resources finished 3.5% up at $17.60 with 4,628,006 shares traded. Largest trade at 693,583 shares at $18.00.
Reject Inferior bid says Macquarie: http://www.chinadaily.com.cn/2009-08/14/content_8570265.htm
Try this link instead on Bloomberg: http://www.bloomberg.com.au/apps/news?pid=newsarchive&sid=ag0Oyc9NeQ.0Can you believe that China Daily has taken down the article with the Macquarie recommendation! Go China!
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