RE: RE: IMPORTANT: Do not votePiper -
"By not voting, your votes will automatically vote for the merger onFebruary 26."
We checked this with a securities lawyer and shares that are not voted are not counted either way.
OK - I buy that as per the circular:
Theapproval of each of the Continuance Resolution and the Arrangement Resolutionwill require the
affirmativevote of not less than two-thirds "of the votes cast" by Shareholders present inperson or represented by
proxyat the Meeting in order for Sirit to seek the Final Order and implement theArrangement in accordance
with theFinal Order.
"Howeverif you vote now by proxy, you will not be able to vote for a betteroffer - should we receive one - unless you formally revoke your priorproxy vote
. "
"If a better offer comes in then the current deal goes away, so you will still be able to vote on the new offer."That sounds like the way it should be. But what would preclude Sirit from keeping a better price offer from us? Suppose for the sake of argument, if that on February 25 - one day before the meeting and vote - Neology offers shareholders 50 cents per share but the quantity of shareholders required to vote for the Neology takeover is not there because these shareholders had already voted by proxy for the FSS merger and their votes are to be counted the next day on February 26. Would just an offer alone by another company make "the current deal go away". What would make it go away?