globe and mail article from Wednesdayhttps://www.theglobeandmail.com/globe-investor/news-sources/?date=20120523&archive=cnw&slug=C2051
As you know, for a period of several months, your board of directors (the "Board") has carried out a public and comprehensive strategic process aimed at identifying the best possible transaction or series of transactions which will allow you to obtain the highest possible value for your investment in the Company. As a result of this process, your Board has concluded that the proposed AngloGold Ashanti Limited ("AngloGold") and Gold One International Limited ("Gold One") transactions are in the best interests of the Company, its shareholders (the "Shareholders") and its other stakeholders. The proposed sale of the Company's two main assets offers the highest, most certain and immediate return to stakeholders.
Which months? You mean sometime last year when company was looking to sell assets in secret? Or do you mean in the last few months, because I thought the deals had been made in January or February and the board was contractually obligated at the same time to not look for better deals. So, during which months was the board carrying out a public and comprehensive process to find the best possible transactions? I believe this is a false statement. By the way, was it "the board" or the special committee? You guys should get your story straight.
"highest possible value" for whom? The board has prioritized it's own interests, the interests of AGA, Gold One, Franco Nevada, the debenture holders and note holders over shareholders. Shareholders have no certainty about what they are going to get, and it appears to me that you have not tried hard enough to find other buyers so it is unbelievable that shareholders are getting the highest possible value.
"most immediate return" What is this? Who said this was important? You think it's inportant for shareholder's to get the "most immediate return?" I'll give you a $1 today for just the assets and no liabilities. How's that for immediate?
In all bankruptcy proceedings, shareholders rank behind all secured and unsecured creditors and thus are typically the last in line to receive any proceeds from liquidation. Allowing the Company to go into bankruptcy is NOT in your best interest, as we expect that should this occur you will receive NO recovery.
You and the board of directors have already ranked shareholders behind everyone else when it should be your highest priority. Secondly, where is the analysis that says that bankruptcy is worse then your plans? Bankruptcy simple does what you are atempting to do -- sell the assets to the highest bidder and pay the liabilities in the order of priority. I think shareholders like me value that transparancy that comes with bankruptcy more then the secret process that you and the board have undertaken to find assets buyers.
Bankruptcy/liquidation will result in the immediate loss of mining rights in Ezulwini, which will accordingly extinguish much of the value of Ezulwini and have an impact on the value of Mine Waste Solutions.
Which is it? bankruptcy or liquidation? You seem a little confused here. Bankruptcy is not liquidation. You and the board are already liquidating the company. How are the Ezulwini mining right extinguished? How does bankruptcy affect MWS? Do you have facts to support this?
all costs of liquidation will need to be deducted before any proceeds are paid to creditors and then to Shareholders, if any proceeds remain
Those costs are already being extracted, and then some.
The Board and management strongly believe that we have left no stone unturned to find solutions that will bring the greatest potential benefit to all of the Company's stakeholders.
You have made an exceedingly poor case for this to be true. I see no support from any other shareholder like myself for your side.
Ultimately, the AngloGold and Gold One transactions are the result of an active, extensive and public process to assess the Company's strategic alternatives and represent the most attractive proposal for ALL stakeholders. There is NO other viable alternative to achieve a better recovery.
Public process? Not true. In no sense was there a public process. If bankruptcy IS an alternative to what you are doing, you have not made the case for how investors will actually be worse off according to any facts, so it is viable. The alternative bids appear to be at a higher price. This statement is also not true. You are therefore making a fraudulent statement. You are lying.
In addition, the Company obtained an independent formal valuation of the AngloGold transaction as required under securities laws for related party transactions. Paradigm Capital Inc., an independent investment banking firm, prepared this valuation ...
Not independent in my opinion. Paradigm Capital is only independed in the sense that they are a separate company and should have no stake in the outcome. However, they are deeply involved with FIU and Franco Nevada from past transactions which have resulted in the acquistion of Gold Wheaton's FIU assets by Franco Nevada. These transactions valued the MWS operation at a much higher price -- $200 to $400 million for a 25% share in my estimate.