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Technology Stocks : Cymer (CYMI) -- Ignore unavailable to you. Want to Upgrade?


To: nycnpbbkr who wrote (7748)11/1/1997 7:08:00 PM
From: Mr. Aloha  Read Replies (3) | Respond to of 25960
 
In laymens terms, so there's no confusion, what might have happened.

Is it possible that CYMER just paid off State Street and State Street sold the stock. Meaning that the bonds are gone?

Aloha



To: nycnpbbkr who wrote (7748)11/1/1997 10:31:00 PM
From: nycnpbbkr  Read Replies (1) | Respond to of 25960
 
Cymer home site news ..August 1, 1997ÿ- ÿCymer Announces Pricing Of Convertible Note Financing
Closing price of July 31 = 36.5 x 66.66% = 24.3309



To: nycnpbbkr who wrote (7748)11/2/1997 6:25:00 AM
From: D.J.Smyth  Read Replies (2) | Respond to of 25960
 
NYC your posted <<The term "Fundamental Change" is limited to certain specified
transactions and may not include other events that might adversely affect the
financial condition of the Company nor would the requirement that the Company
offer to repurchase the Notes upon a Fundamental Change necessarily afford
holders of the Notes protection in the event of a highly leveraged transaction,
reorganization, merger or similar transaction involving the Company. See
"Description of Notes -- Redemption at Option of the Holder."

The term "Fundamental Change" means the occurrence of any transaction
or event in connection with which all or substantially all Common Stock shall be
exchanged for, converted into, acquired for or constitute the right to receive
consideration which is not all or substantially all common stock listed (or,
upon consummation of or immediately following such transaction or event, which
will be listed) on a United States national securities exchange or approved for
quotation on the Nasdaq National Market or any similar United States system of
automated dissemination of quotations of securities prices (whether by means of
an exchange offer, liquidation, tender offer, consolidation, merger,
combination, reclassification, recapitalization or otherwise).>>

"fundamental change" means the event in which someone or some other entity acquires the company or all of its stock. The applicable price of $24.35 is the least price at which the bond holders will be redeemed, or cashed out, in the event the company is sold or the "fundamental change" occurs.

my reading shows that the bonds cannot be called in for redemption by the shareholders unless the "fundamental change" occurs, i.e., the company is sold. obviously, if the company is sold a "fundamental change" will have occurred. "fundamental change" does not refer to a falling stock price. this is market risk. i'm not not sure what anyone is saying about this.

given this information i don't see what the falling stock price has to do with the notes other than individuals were possibly off loading the notes at whatever price they could get and the large holders of common stock on Thrusday and Friday read this degredation as a "sign from heaven" that something was wrong, so they sold and shorted the common too. sharks feeding off of sharks.

there appears to be no dilutive effect from the bond holdings. although we sold Cymer the first time in the low $90s because of the uncertainty surrounding the conversion issue (no one needs dilution), i called the company to ask about this bond issue and was told that there was no hidden agenda or risks beyond the normal convertible bond offerings. we obviously should have waited until the S3 wa filed before buying back in, it would have saved us all some intermediate losses. but even though the notes are convertible at $47, most holders of such notes would wait until the price appreciated 10% to 20% of the conversion price prior to converting. it would make no sense to convert to common at $47 and watch your common fall again when you can at least hold the notes and gain at least the interest. you wait until the price begins to appreciate beyond that point and then the conversion becomes more probable.

as to why State Street dumped their holdings - who knows. they've probably bought a bunch of puts on the stock and have helped fuel Cymer's price degredation. their business, obviously, is not the support of Cymer or its common, but rather making a fistful of money by buying puts and shorting a stock. maybe State Street helped plant the misinformation regarding Cymer. there are many possibilities - even to the point of Bret and Jay taking money under the table. but given all the possibilities, we should find out the real reason for Cymer's price degredation other than fear feeding on itself.
i'm not an attorney.