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Bullboard - Stock Discussion Forum GB Group Ord Shs GBGPF

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OTCPK:GBGPF - Post Discussion

GB Group Ord Shs > Valued of the ACB - CMED deal = $12.646 ACB =$42.99 per CMED
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Post by StayInCash on Feb 03, 2018 11:13am

Valued of the ACB - CMED deal = $12.646 ACB =$42.99 per CMED

I'm trying to understand the true value of CMED since it's trading at less that $650M today closing at $26.45 yesterday.  As with others, CMED, ACB, WEED. APH all got caught in the market wide and sector wide correction. I am sorry for those who bought CMED above $40 when everyone was bullish but if it's any consolation, new investors like myself are more interested now than we were a few week ago..

It's obvious short sellers are out in force fabricating a wide range of nonsense around this but we must figure out where to put our cash without losing it in the turmoil.

The market hasn't stopped growing, in fact it hasn't started yet. Recreational cannabis is still not legal across Canada and is still "underground" for the most part. That will dramatically change in less than six months.  On the world stage, cannabis is just starting to attract attention and the older guard is falling.  Cannabis and hemp have huge benefits and the genie is being taken out of the bottle.

Getting back to Cannimed specifically here:

The first offer was 4.5 ACB shares per CMED share capped at $24.  That was rejected by management. The second offer, agreed to five days ago, was January 24th, at the height of the market.  That was before the well needed macro and sector correction. The current offer is 3.4 ACB shares per CMED shares with no cap.  An important difference was an option to take cash instead of shares.

The total cash component is capped at $140M and subject to pro-ration based on the number of shares tendered for cash.  The press release provides an example of a cash component being at $5.70 on full election per cash. Election of cash at maximum total cash cap drops the number of ACB shares per CMED shares to 2.9493.

If you elect to take cash, the number of shares drops by 3.4-2.9493=0.4507 shares in exchange for the full pro-ration of $5.70 in cash. That's clear and documented in the press release and in the “Improved Offer”.

That implies the value of a ACB share to be $5.70*(1/0.4507)= $12.646 cash which is in accordance with the press release "Aurora's implied share price of $12.65"

So now comes the unknown.  What percentage of CMED holders in shares, will select the full in share exchange versus the cash option?  According to a Harvard Business Review, this can be as much as 75% in come cases but I'd like to see if people here have other percentages and why?

https://hbr.org/1999/11/stock-or-cash-the-trade-offs-for-buyers-and-sellers-in-mergers-and-acquisitions  

This article is dated but the numbers are very good and it's worth the read this weekend if you have time. It addresses some core points of the ACB-CMED merger

"more and more companies are finding mergers and acquisitions to be a compelling strategy for growth."

"What is striking about acquisitions in the 1990s, however, is the way they’re being paid for. In 1988, nearly 60% of the value of large deals—those over $100 million—was paid for entirely in cash. Less than 2% was paid for in stock. But just ten years later, the profile is almost reversed: 50% of the value of all large deals in 1998 was paid for entirely in stock, and only 17% was paid for entirely in cash."

One paragraph explains why CMED is currently trading at a discount to ACB. I went back all the discussions here and I can’t locate any other credible explanation.

"The main distinction between cash and stock transactions is this: In cash transactions, acquiring shareholders take on the entire risk that the expected synergy value embedded in the acquisition premium will not materialize. In stock transactions, that risk is shared with selling shareholders. More precisely, in stock transactions, the synergy risk is shared in proportion to the percentage of the combined company the acquiring and selling shareholders each will own."

It appears CMED shareholders are fleeing this name more than ACB shareholders because CMED holders do not feel the combined entity will be better. While ACB shareholders are more bullish of the abilities of ACB to leverage Cannimed's products and know-how heading into recreational legalization.  Although I'm relatively new here, I tend to agree with ACB shareholders. Except for the short term market corrections, there's every reason to be bullish here. Short term, those new to the markets without a good footing in technical analysis or macro fundamental analysis will panic.  That's normal.  The herd mentality is strong, both ways.

The market correction allows investors like myself who have ignored this space to jump in at much better prices than just two weeks ago.  And frankly, I don't see anyone here that has a credible argument to be bearish with a stock that is worth $43 in cash (or cash and shares) sold at almost half less because of the market wide fear the bears are in control. It appears that some more experienced traders are all over this?
Comment by Brento1 on Feb 03, 2018 2:46pm
Great explanation of the possibilities on this deal StayInCash. I hold some CMED that is in the red a tiny bit for the first time in awhile. Your explanation started a thinking of a possible play. If one is seriously in the red bagholding some shares in a different big MJ that is also presently at  $24.00 would it be smarter to swap the other $24.00 shares to CMED $24.00 shares?  With ...more  
Comment by StayInCash on Feb 03, 2018 3:18pm
Yes, the question is where to put your $24 worth of shares, regardless the denomination.  But let's use $2400 worth of shares to defocus on the share price.  But absolutely, people should focus on the cash value and find the right stocks.  Not the other way around. Switiching between stocks is very cheap and hassle free if done in a TFSA or RRPS account. Non-registered accounts ...more  
Comment by holdandhope on Feb 03, 2018 3:25pm
I like your attitude... but where do you feel macro economics and markets stand?  In a shorterm correction phase? or on the brink of tanking? 
Comment by StayInCash on Feb 03, 2018 3:41pm
Right now it's a short term correction that was really needed both in this sector and on the wider markets.  But nobody can really tell if we are at the "brink of tanking".  The bears have been predicting this for 7 years starting with 2011.  Every year we have a major disaster that signals the turn around for the bears.  Eventually, they will be right!  But ...more  
Comment by Brento1 on Feb 03, 2018 9:19pm
Thanks StayInCash. If one has extra room in their TFSA  there is a good tax play right now.. I took advantage of my  losses from this correction to move my loss positions into my TFSA from my margin account after closing on Friday. That allows one to hold all the losses in the margin account for full tax loss use. All the future upside is in the tax free TFSA. If the positions bounce ...more  
Comment by Eigen337 on Feb 04, 2018 10:44am
This post has been removed in accordance with Community Policy
Comment by Brento1 on Feb 04, 2018 2:13pm
Eigen337. Thanks for your comment. I think I need to provide more detail for my post to be more concise. Firstly. I am not giving anyone advice. I am just commenting on what I did after consulting my accountant and CRA. In Dec 2017 I set up a margin account at a big Canadian bank. I had considered starting with a TFSA but my accountant was on a beach so I went the most conservative way with a ...more  
Comment by Eigen337 on Feb 04, 2018 2:49pm
This post has been removed in accordance with Community Policy
Comment by Thelonious on Feb 03, 2018 3:06pm
this is a good post. cmed is at 26.45 right now and makes no sense based on the deal.  I figured it could drop to high 30s but to tank to this level really caught me by surprise.  I plan to hold and ride it out.  I don't see why it shouldn't go back up to high 30s and even into the 40s again by March 9 it's possible cmed gets another suitor at this price at this level.  ...more  
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