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Resolute Forest Products Commences Takeover bid of Fibrek


lessthaniv

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can/t believe this crap - on the surface it looks like fairfax resolute are trying to get something for less than its worth and there is the aura of some insider advantage - for sure there is more to the story but that is not sees in the press - do they really want this to go to the supreme court - how much are we talking here/ enough to sully one;s hard earned reputation - come on match the bid you will come out okay - the circulars i get in the mail re this offer are a foot deep

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can/t believe this crap - on the surface it looks like fairfax resolute are trying to get something for less than its worth and there is the aura of some insider advantage - for sure there is more to the story but that is not sees in the press - do they really want this to go to the supreme court - how much are we talking here/ enough to sully one;s hard earned reputation - come on match the bid you will come out okay - the circulars i get in the mail re this offer are a foot deep

There has always been something more to this as far as I'm concerned, and it has to do with FFH. The legal costs, and time wasted, at some point, maybe we are already there, will have drained more value from the company than just upping the bid.

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There has always been something more to this as far as I'm concerned, and it has to do with FFH. The legal costs, and time wasted, at some point, maybe we are already there, will have drained more value from the company than just upping the bid.

 

Yeah, it seems like it might be personal somewhere along the way.

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Hey Gordoffh:

 

This takeover battle, and the accompanying circulars/etc, have definitely mitigated the demise of Canada Post.  It's not just the lawyers ... if all the parties just paid me the postage, that would at least be a start. 

 

In other news, the OSC is putting off their hearing until next week ... maybe waiting for whether the Supreme Court will hear the case???

 

http://www.osc.gov.on.ca/en/Proceedings_enr_20120328_fibrek.htm

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The legal BS effectively extends the Mercer bid indefinitely.  The bid remains at $1.30 until there is a Supreme Court decision, or 3 days after ABH lets its bid lapse - i.e: it could be months.

 

The lock-up has a time-limit, & to extend – all parties have to agree to it. Uncompetitive at $1.00, multiple vote failures, & an instant 30% gain if the parties walk on expiry - dance space on the pin-head is rapidly running out, & getting expensive. Fiduciary duty is a bitch - & all the lock-up parties are liable to prosecution if they don’t get paid the 30c (18M) bid difference on their shares - upfront. (18M= 130M shares x .30 x 46%)

 

ABH can divert attention to the legal, but it is still the Marx brothers - laughing stock. The problem though, is that the lock-up group has been drinking the cool-aid.   

 

The PPA was applied for 9 weeks ago.  By now there will firm indications as to whether the application was successful.  Release the details a few days before the lock up expires, & this thing will resolve itself pretty quickly. 

 

 

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This is a mess. How many shareholders on the record date still own this POS? I bet most of us have trimmed down our position here too. They need to change the record date.

 

Those lock-ups really screwing the process. And the fact that ABH keep using the legal process to fight for this obviously inferior offer is disgusting.

 

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"And the fact that ABH keep using the legal process to fight for this obviously inferior offer is disgusting."

 

Can't help but agree and if you look at the reaction in the press there is more and more criticism of Fairfax part in this.

 

It seems so contradictory to FFH's "fair, friendly acquisitions" creed. How do they corelate their position in this takeover with their moto? Obviously the friendly aspect was missing from day one. And where is the fairness in trying to stiff shareholders out of a legitimate bid that is a full 30% higher?

 

The costs in this mounting pile of crap I have been receiving must be horrendous. May drive up the price of paper though...

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"Actions speak louder than words"

 

Exactly.

 

It is not that one company is trying to force a takeover at the expense of shareholders. It is that the company behind this pretends to take the high ground and even derives its name from its motto of Fair and Friendly Acquisitions when nothing could be further from the truth in this case.

 

As has been suggested, there would appear to be something going on here that beneath the surface and perhaps at a personal level.

 

There have been all sorts of justifications and excuses given for Fairfax's actions. Some of those might be applicable in other takeovers involving less reputable companies. But when you have of "Fair and Friendly Acquisitions" and then back an "Unfair and Unfriendly Acquisition" it definitely changes one's perception of Fairfax - and for what??

 

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There have been all sorts of justifications and excuses given for Fairfax's actions. Some of those might be applicable in other takeovers involving less reputable companies. But when you have of "Fair and Friendly Acquisitions" and then back an "Unfair and Unfriendly Acquisition" it definitely changes one's perception of Fairfax - and for what??

 

I almost have to believe that Resolute has gone off the reservation with the direction of the takeover following the lockup.  It's possible that FFH is regretting that lockup and doesn't like how this is being done.

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"I almost have to believe that Resolute has gone off the reservation with the direction of the takeover following the lockup.  It's possible that FFH is regretting that lockup and doesn't like how this is being done."

 

We would suggest that a large part of the ill-will is because it is highly likely that there will be senior level terminations at ABH once its over. No board (& related significant shareholders) appreciates being ridiculed as inept, especially when they had such overwhelming advantage going into this thing.

 

The story line must also be galling; FBK management was inept, about to make a stupid acquisition, & the ABH bid was to 'save' everybody. The results to date suggest that ABH actually has the inept management. They might even be better off with FBK's senior management  ;) 

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Guest Quebec

Roundtrip... I averaged down and then sold all on Feb 14 @ 1.33 because I got scared by ABH reaction to the Merc offer. Now I am hopeful (low 1.0x price, osc, supreme court, merc fighting, hydro, reputations) and partially buying back. See this and the pdf linked within:

 

http://www.stockhouse.com/Bullboards/MessageDetail.aspx?p=0&m=30879411&l=0&r=0&s=FBK&t=LIST

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Guest Quebec

Thanks for the news link Tried. I took the advice on the stockhouse board and emailed the OSC. I suggest those frustrated do the same. The fbk team deserve an hearing and the linked pdf is a strong case in my opinion of "acting on concert"

 

Everyone must write the OSC (inquiries@osc.gov.on.ca) to stop this absolute tragedy and protect our rights to accept the $1.30 superior proposal. 

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For any interested, here's the linked document: 

 

  http://www.osc.gov.on.ca/documents/en/Proceedings-OTH/app_20120326_fibrek.pdf

 

Quebec -> I fired off similar to OSC a few minutes ago.  It's definitely a comprehensive compilation.  I also let the author know that, as of December 31st (before MERC's bid), Steelhead had accumulated a non-insignificant position in MERC as well (check out NASDAQ institutional holdings for MERC), so it's not like Steelhead can argue that the stock portion of MERC's bid is totally worthless. 

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down to 1.03, anyone going for a round trip?

 

Certainly tempting.  Possible downside at $1.20 is $0.20 (assuming $1.00 is the floor offer with 16% downside and only 8% upside to $1.30).  But at $1.05 or $1.06, there is only likely 5-6% of downside and 24% upside (to $1.30).  Much more appealing here but I would hate to add up the number of times I have been burned on FBK.  Perhaps this is a chance to make it back?  Or perhaps this is a chance for me to get burned again?  It would be an absolute travesty to minority holders if they only get $1.00.  Absolute robbery with a $1.30 offer on the table.  What Steelhead is doing is beyond an ordinary investors comprehension.

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FBK and MERC are not giving up the fight and we should prevails over the orchestral manoeuvres in the dark!

 

Does anyone know when the lock-up expires exactly? I'm not too good deciphering prospectuses...

 

" the date at which the lock-up agreements in favour of Abitibi terminate in accordance with their terms. "

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Quebec:

 

Details are in the lock-up agreements, available at sec.gov website (under ABH filings from Nov. 28th/2011 timeframe).  Check out section 4.1.c ...

 

http://www.sec.gov/Archives/edgar/data/1393066/000119312511323478/d261775dex101.htm

 

The lock-ups are for at minimum, 120 days after the Dec. 15th offer ... which would be mid-April.    However, there is provision that if legal/regulatory issues are outstanding, they can extend for minimum of either a) 180 days from Dec. 15th offer, or b) 10 days after the legal/regulatory issues are outstanding.

 

i.e. -> I don't think they will run out of time ... unless there is a breach to any of the covenants (4.1.e) , has materially untrue info (4.1.f), etc.

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- Steelhead cannot refute that they've been buying > the ABH bid price, or that their average cost is > the ABH bid price. Seperating themselves from ABH strengthens ABH's legal arguments.

- They may also have a deal for the US plants - but no access unless they step away from ABH. Per the Q4 financials those plants are now coming back on line.

 

They may well also be fed up with the Marx brothers, & at the end of their agreement. 5 months to do a simple takeover ?, it is STILL not over, costs are mounting, & ABH may be hitting them up for cash.

 

Good for them.

 

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So does this mean that the most recent ABH tender requirement of 50.1% needs to be met WITHOUT Steelhead's support before Steelhead would also tender? 

 

If so, then without any other activity from ABH, then the most recent tendering results would have only the lock-up players proceeding (at 46.1%), and as such the tender expiring without the required 50.1%, the lock-ups expiring, and MERC's offer having opportunity to succeed (without the warrants).  Or is that too simplistic?  There's got to be more twists and turns in this yet, no?

 

 

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