Like Minds Think Alike. The frustration level I am feeling right now, you reach awhile ago. I would be very interested in how to openly challenge the merger agreement with MTSN.
This merger is not in the best interest of CFMT shareholders, especially since the terms stink relative to the deal struck with STEAG, if certain price objectives were not maintained.
I have never been a "grass roots" type of advocate but I would like to do all that I can to convince shareholders to reject the proposal and start a shareholder revolt against management, if they are still in favor of the merger.
I fully agree with your 1:1 transfer ratio, but in reality, just like with the recent mergers we have seen, the fair price would be closer to 1.25 shares of MTSN for every CFMT share to offset the cost of having the STEAG deal consummated.
There are only 8 million shares with 5.6 million outstanding. With 31% insider ownership and 38% institutional ownership (with a hefty amount of insider selling over last quarter), things are not as impossible as they might seem. A shareholder revolt is possible and we might even be able to get a big enough voice to be heard.
Of the many talents I believe I have, organizing this type of activity is not one of them. I could be a great follower and researcher for some of the leg work, but a more competent leader to follow is required.
Right now, today, I would love to get a group of people together and launch a competitive bid for the company at $8 per share. It would only cost $64 Million. Book value is close to $5.68, and at last count, there might even still be $1.75 cash. Therefore, the real cost would be $6.25 net of cash.
And as ridiculous as an $8 bid might seem, it is orders of magnitude better than the current price of close to $6.50 and no indication that MTSN will ever recover. The Steag deal, in order to go through, at current levels, would be prohibitive and dilutive.
"As set forth in the Combination Agreement, STEAG may terminate the Combination Agreement if the 20- trading-day average closing price of Mattson's common stock measured two business days prior to the proposed closing of the business combination is below $15.78 per share. In addition, STEAG may terminate the Combination Agreement if the 20 trading day average closing price of Mattson's common stock measured two business days prior to the proposed closing of the business combination is below $20.00 per share, unless
Mattson elects to pay, in the form of a 3-year promissory note, the product obtained by multiplying 11,850,000 by the difference between $20.00 and such 20-trading-day
average common stock closing price. See "The Strategic Business Combination Agreement--Termination."
Not that I would ever suggest that MTSN's price has been (or will be) manipulated down to around $16 for the specified time period, but wouldn't Steag's parent benefit big time if it was?
The real question is how a competitive bid could be formulated that did not violate any laws or ethics. If we get supporters of the company to just buy up shares, we effectively create a situation where we are pumping up the price of the stock, which is a no-no. Getting VC money to accomplish this would put too much of the company under VC control.
At current levels of $6.50, could independent investors acquire enough shares until such time as the price reaches $7.50 and then wait for the stock to fall again and then acquire more? Eventually the price of the stock would have to go up as the new buyers for this take out reduce the float by not selling. Unfortunately this is a thinly traded stock and we may not have enough time. And I am sure MTSN might be gobbling up shares at this level.
It appears that both MTSN and STEAG are screwing CFMT shareholders. Remember, CFMT ended its legal actions against STEAG and have ended "hostilities" for the moment.
A final idea would be to put a proposal together and present it to another possible suitor like SFAM, LRCX, NVLS, FSII, etc. and see if they can top the ridiculous offer as it exists right now.
And Finally, this is not a well travelled thread, with less than 700 posts. We won't accomplish anything here. However, for what it is worth:
ATTENTION INVESTORS: We would like to create a consortium of investors willing to make an attempt to acquire a majority stake in CFM Technologies (CFMT) for the purposes of entreating management to negotiate a better merger deal or to cancel the merger with MTSN. Furthermore, if we can get enough grass roots support, we might want to force a special meeting of shareholders to replace a few members of the Board of Directors in order that our voice be heard in the upcoming merger.
All inputs should be directed here, and if response it good, we will open a brand new thread dedicated to the consortium, and then look for support on the other financial discussion sites.
Of course, it would help greatly if we run up the messages here on the CFMT thread to make this one of the top threads for the week on SI, such that more people check in here to see what the commotion is and hopefully obtain a groundswell of support moving forward.
Hey, if we don't try, we will always have regrets over the "what if" scenarios. After all, you were a voice of one, and my voice added had doubled your voice. The next step is to double that voice and pretty soon we have a movement<GGG>.
AV |
