Possibly Fraudulent "Fairness Opinion" The good, the bad... and the ugly
The good: The offer is at a premium to recent SP
The bad: The SP has always been depressed (half of peers) because the main share holder who controls the company doesn't care about minority share holders. He is now making a lowball offer to these minority share holders because there are likely to be many great years ahead for the company with record revenues and earnings.
The ugly: The "fairness opinion" is total bullshit. Much of it is predicated using an estimated calculation of 150 mil in revenues from 2023 and on, which is pretty much impossible, as opposed to using a reasonable assumption of what revenues would actually be. Looking at page C-56, "Valuation Conclusion", we can see that this assumption is what largely influences the opinion. If we substituted that number for a reasonable expectation of 2023 and beyond EV, we arrive at totally different numbers. More like > 7.00.
My conclusion is that this fairness opinion is a total piece of garbage con job. I believe that if minority share holders were to commission a "real" fairness opinion, it would not contain this clear and obvious scam estimate for revenues and EV for 2023 and beyond.
I don't mind being made a low ball offer. I do mind being completely lied to, deceived and taken for an idiot.
Obviously, I voted no. If I were an activist share holder, I would table a "competing offer", which would involve booting this guy out, or at the least demand the commissioning of another fairness offer, done by an entity commissioned by a group of the largest minority share holders.
I do wonder a judge would consider this "fairness offer" somehow fraudulent a court of law.