Post by
ascii2 on Dec 19, 2014 8:03am
Roger's Injunction filing document
Here is the link I found on web.
https://mobilesyrup.com/2014/12/17/rogers-files-an-injunction-with-the-ontario-superior-court-to-block-sale-of-glentel-to-bell/
Rogers state that Glentel did not seek approval but Roger's unilaterally denied it twice this month. Glentel is proceeding with "arrangement" as it is called. It states that it is a breach of clause and default will occur. Remedies are not stated in injunction request. IMHO only remedy possible is Rogers can 1. terminate the agreement 2. Pull out from distributing their products from 494 locations in Canada. It talks only about Canadian distribution.
Glentel has decided to vigourasly defend the claim stating 1. Agreement clause does not give rise to stop sell 2. Rogers can terminate the agreement 3. Rogers can pull out from distributing their products from all 494 locations in Canada 4. Rogers is one of the supplier not the owner of Glentel and can not block the sell. Real owners are its shareholders who will decide on 12th January 2015 if sell should take place. After shareholder approval (condition removal) no one except competition bereau can change conditions of sell. They can suggest remedies or condition to keep distributing Rogers products on their shelfs for a certain period which Glentel has already said it will. 5. This clause does not affect USA, Australia or other distribution locations. 5. Courts have always taken title holders (owners or shareholders) side to decide what to do with their property. Supplier can detect only supply term agreements and if default occurs pull out from agreement. Glentel is not Rogers exclusive stores, it carries all carriers and suppliers except TELUS. And promises to continue with the same. Glentel locations sold both companies products and Rogers had no objection to it for past 25 years. I think it is question of time. Glentel has reserved 14th January 2015 (immediately after shareholder approval) to seek courts approval to effect Bells assignment. Therefore Rogers is seekin urgent intervention. Ownership gives absolute right to owner to decide what to do with the property. It can rent, lease, gift, donate, sell. No one else can decide or stop it unless they are shareholders, partners (that too majority will decide). If anyone has claim they can file for remedies and get paid e.g. bank mortgage, revenue canada dues etc. But here there are no dues in terms of loss. Inventory is kept on shelves by supplier and will get paid when sold or they can take their inventory back. If you don't pay for car payment they take your car and ask for default due payment of used portion or inventory in this case and can not claim your house where it is parked. I am not an expert but analysed it in ordinary persons terms. Please do your own due deligence and decide.
Comment by
barog4451 on Dec 19, 2014 10:15am
That was a good link ascii. It seems that a crucial part is "contravention of this section 12.1(1) sall constitute a default under section 11.2(g)." Anybody have the content of 11.2(g)?
Comment by
barog4451 on Dec 19, 2014 7:47pm
FYI: The proxy forms and related management information circulars are now available at sedar.
Comment by
Smithwicks on Dec 21, 2014 10:03pm
This bb is lucky to have you and from my dd this takeover will go through. I sold all my shares but may buy back here. I have moved on to some new potential buyout plays. I missed the oppurtunity the other day. None of the insiders have sold there shares if that helps people who are concerned.. once again congrats to all!!