OTCPK:CODMF - Post by User
Comment by
benandemmibooon Apr 29, 2015 9:53pm
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Post# 23678816
RE:RE:RE:RE:new deal
RE:RE:RE:RE:new dealThis is from the Management Information Circular (found also on Coastal Gold website, and in which I strongly recommend people read):
Q: What will I receive in the Arrangement? A: If the Arrangement is completed, Coastal Gold Shareholders will be entitled to receive consideration of 0.05 of a Sulliden Share for each outstanding Coastal Gold Share held. Q: How does the consideration offered for Coastal Gold Shares compare to the market price of the Coastal Gold Shares before the Arrangement was announced? A: The consideration to be received by the Coastal Gold Shareholders under the Arrangement represents $0.0166 per Coastal Gold Share, based on Sulliden’s 60-trading day adjusted average price of $0.33 at the time of the announcement of the Arrangement. The market price of the Coastal Gold Shares immediately prior to the announcement of the proposed Arrangement was $0.015 representing a $0.0016 increase from the market price.
The revised deal says that shareholders will also receive an extra penny for every share they are holding. This comes to $1000 per 100,000 shares.
As for the conversion from COD to Sulliden shares, they state the risk here:
Q: Are there risks I should consider in deciding whether to vote for the Arrangement Resolution? A: Yes. Coastal Gold Shareholders should carefully consider the risk factors relating to the Arrangement and the ownership of Sulliden Shares. Some of these risks include, but are not limited to: (i) the Arrangement Agreement may be terminated in certain circumstances, including in the event of a change having a Material Adverse Effect on Coastal Gold; (ii) there can be no certainty that all conditions precedent to the Arrangement will be satisfied; (iii) Coastal Gold will incur costs even if the Arrangement is not completed, and also may be required to pay the Termination Fee to Sulliden; (iv) Coastal Gold Shareholders will receive a fixed number of Sulliden Shares based on a fixed exchange ratio, and therefore the Sulliden Shares received by Coastal Gold Shareholders under the Arrangement may have a lower market value than expected; (v) directors and executive officers of Coastal Gold may have interests in the Arrangement that are different from, or in addition to, those of the Coastal Gold Shareholders; (vi) the market price for Coastal Gold Shares and Sulliden Shares may decline; (vii) the Arrangement may be a taxable transaction for U.S. federal income tax purposes and, as a result, may accelerate adverse U.S. federal income tax consequences to U.S. Holders under the PFIC rules; and (viii) the issue of Sulliden Shares under the Arrangement and their subsequent sale may cause the market price of Sulliden Shares to decline.