You are right. Under the original offer of 3 for 1 CBH would have held a majority. However, after PEM had a detailed review of our assets during the merger process, one can only assume that their view of the true value of CBH was obviously diminished to the extent that a revised offer of 3.5 to 1 shares was also rejected by PEM.
By my calculations (and my maths is not perfect) an offer of a apoprox 4.1 to 1 shares would see the payout obligations under the Convertible Notes triggered. hence why I suspect PEM has no interest in revisiting a possible merger with us as any merger based on true values would require the Notes to be repaid in full thus stripping the mergered entity of all cash and requiring aditional debt to continue. Therefore I'd guess that a merger from PEM's presepctive would be pointless.
Also the Notes were owned by a number of parties not just Toho, who hold a minority of the Notes.
In my view (and its just my view) if the only reason why PEM terminated the process was the lack of a timely indication of noteholder support and statutory approvals, they would have simply agreed to extend the timeframe for completion as CBH requested. But to walk away if there was any real value to PEM, particularly after we increased the offer significantly inidcates to me that PEM did not think even the increased offer was worth it. Therefore I can't see PEm coming back to the table.
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