Drew, I agree with you, let's try to keep things professional and courteous here - even if we might disagree on things we feel strongly about.
Why? --> We all knew that with this new financing the stock would have a quick rally up due to the news, and dive for 4 Canadian trading days...
Did we all know that? Gee, I wish you had told me, I could have traded accordingly ;-) I actually couldn't figure it out, so (so far) today I've just watched. I still might figure whether (and how) these four magic days might be gamed, in which case I might take action -- we'll see.
so that the new financiers would get the stock for a song. After which they will buy long and cover. Stock price goes up as does their new investment
IMHO, they will not buy and cover. Why? Because they don't need to. They already have shares coming to them (for their C$15M). I don't think there is any reason to believe (based on the fact that they are doing this private placement) that Cannacord has any interest in or confidence in Corel (the business) or CORL (the stock). Unless evidence to the contrary emerges, I see no reason to believe that Cannacord will wish to end up with a long position in Corel stock.
What's really happening here (the private placement) is that Cannacord is essentially acting as an intermediary for Corel to sell some stock in order to raise some cash. For some reason (I've never honestly understood exactly why), securities regulations make it very difficult for a company to sell their own stock directly. So the standard practice is to use an intermediary.
In order to contain the risk for the intermediary (Cannacord, in this case), these deals (if they are particularly risky -- e.g., the company is in danger of bankruptcy) are structured with variable (floating) conversion rates -- "enough" shares will be issued to make sure that Cannacord can't lose much money. And in order to compensate them for their help, the conversion rate is further discounted (in this case, to 90% of the avg. market price). Good for Cannacord, good for Corel management (they're not out of work right away), perhaps good for Corel employees and customers (if the toxic financing enables the company to survive), possibly even good for Corel common shareholders (if the proceeds are used to do more good than the harm accomplished by the toxic financing has created).
Heck, I just wish desperate companies would offer me stock at a rate of 90 cents on the dollar. I'd say, "gimme all you can (and all that I can sell in the meantime)".
Make no mistake though, doing a toxic equity financing is a red flag that indicates a company is truly desperate. Sometimes a company can be saved with one, more often the sales proceeds just prolong the inevitable (long term destruction of shareholder value, usually all the way to zero). In very rare (but exciting, and interesting) cases, there can actually be a "death spiral" effect, where a self-fulfilling vicious feedback loop ensues in which the more stock is sold to hedge, the more the stock price is driven down, which means the more stock must (or can) continue to be sold. It is rare, but this sometimes does happen (usually one needs to have several of the following for this to occur: good availability of shares to short, crooked (or uncaring) private placement financiers, volatile market conditions, and a relatively large sized (as a percentage of market cap) placement).
- Daniel |
