bid not recommended, page-6

You can understand that CEO Andrew Young might avoid being seen to be concerned that the deal might not be fair. He has collected a $1.25M termination benefit from the AEL scheme becoming effective which is pretty close to the same deal. YOu could not expect him to recommend one and then cross the floor for the other just because he is not getting the same cash sweetener. Maybe he is just haven't checked. I guess he'll get something if he is not required at ROC??

Maybe the dissenting director is angling for a payout to do the deal also.

SS 8.2(7)(c) on page 37 of target statement.