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Surge Battery Metals Inc. V.NILI

Alternate Symbol(s):  NILIF

Surge Battery Metals Inc. is a Canadian-based company. The Company’s Nevada North Lithium Project flagship property is dedicated to exploring clean high-grade lithium energy metals in Nevada USA - essential for powering tomorrow's electric vehicles. The Company’s management team boasts a strong track record of delivering significant shareholder value. The Company is led by a board and management team with seasoned lithium experts, who previously played pivotal roles in the successful Millennial Lithium venture (sold to Lithium Americas for US$491 million).


TSXV:NILI - Post by User

Comment by sorrensonon Mar 03, 2024 8:44pm
93 Views
Post# 35912420

RE:BUYOUT TERMS (so that people understands how it is done)

RE:BUYOUT TERMS (so that people understands how it is done)in our case it is $ 500 million, at this moment).

Ridiculous .  the fair purchase price of the company is 75 cents to a dolllar   . It is based on current share price not your fantasies  or lottery dreams 


deepoil0808 wrote: I owned shares in a corporation that was previously bought out.  The purchaser did not buy the shares of the corporation but the main asset of the corporation.  (in our case it is the Nevada property).

The companyn that sold out (in our case NILI) then paid out a dividend to all shareholders for the amount of the sale price.

Timeline of events from prior buyout:

In August 2021, negotiations of a buyout began.   

In November 2021 confidentiality agreements were signed. 

In January 2022, the seller corporation (in our case NILI) hired a law firm to prepare a FAIRNESS AGREEMENT.  Management cannot sell at less than fairness valuation (in our case it is $ 500 million, at this moment).

In April 2022 management agrees to buyout and signs documents. 

In May 2022, a press release is finally made public, informing of the buyout (nothing was announced prior to this).

In June 2022, a vote put to the shareholders to agree or not to the buyout terms.  You need 66 2/3 votes of the shareholder votes to approve a buyout.

Buyout was approved and dividend was paid out in August 2022.

Company then closed their doors in September 2022. 
==================================================

This is what it looks like in terms of paperword and news release....when public is informed:

Fairness Opinion:
 xxxxxx Inc. ("Law firm") has provided a fairness opinion in connection with the Transaction which provides that, as of the date of such opinion, and subject to the assumptions, limitations, and qualifications on which such opinion is based, the consideration to be received by the Company pursuant to the sale agreement is fair, from a financial point of view, to the Company

Board and Special Committee Recommendations

The Board, after receiving the unanimous recommendation of the Special Committee, ‎has unanimously determined that the Transaction is in the best interests of ‎the Company and that the consideration to be received by the Company pursuant to the Sale is fair to the Company. Accordingly, the Board approved the sale and recommends that Shareholders vote ‎in favour of the Transaction

Shareholder Vote Approval

The Transaction will constitute the sale of all or substantially all of the undertaking of the ‎Company pursuant to the Corporations Act (province), and accordingly will require ‎approval by not less than 66% of the votes cast at the special meeting of Shareholders of the Company called for June xx, 2022. In addition to Shareholder approval, the Transaction is subject to receipt of consents and approvals from certain governmental authorities and other parties, as well as other closing conditions customary in transactions of this nature.

Good Luck, 



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