if 66c is more than fair value then why

I don't get it. If 66 cents is more than fair value for ELM then can someone please explain to me why Dingyi's market cap has increased by 464% or $208 million Aus! in the last 10 months as follows:

4/9/2012 = HK $475,019,034 / 8.2822 (exchange rate then) = AUS $57,354,210

4/7/2013 = HK $1,883,645,156 / 7.08 (exchange rate now) = AUS $266,051,576

Is it because Dingyi's shareholders can see the massive value in ELM's project and us ELM shareholders are being coerced into accepting a low ball, mediocre offer?

The Independant report is not independant imo. It actually states that the preferred fair value is 47 cents or a market cap of $135 million! But by going on Dingyi's market cap increase, the offer should be more than double 66 cents! That report was prepared on instruction from the ELM directors approving this deal and paid for by ELM. We are not required by law to have the report prepared so in my opinion to have spent $75,000 on a non-obligatory report means it was done purely to cover the takeover supporting directors back sides.

I also note that the ONLY director who is not supporting this takeover is an executive director. He is the man who has the most intimate knoweldge of the value of the project, the Managing director. All the directors supporting this takeover are NON-EXECUTIVE directors. This to me rings alarm bells. Whilst I believe that Iain Macpherson has made some big mistakes, his refusal to support this takeover along with Dingyi's huge upside in price tells me that this 66 cent offer is significantly underpriced.

What is Ian Stalker doing joining the board of ELM's Competitor?

Please see this link for proof:

Source: Click here

"In addition, the Company has proposed a change in management with the addition to the board of directors of Ian Stalker and David De Jong Weill, each providing financial and mining expertise and experience. Their respective CVs are set out in the Circular relating to the Meeting and the shareholders of the Company will have an opportunity to elect these two new nominees at the Meeting."

I have never trusted Ian Stalker. Please feel free to share with us what this man has done for ELM shareholders because I don't know? How's his form moving to Ethiopian Potash, ELM's competitor. Irrespective of whether it is part of a deal being made, it is not ethical what he is doing imo. What is this just a game for him hopping between companies collecting fees? Again more alarm bells. Perhaps he thinks Dingyi have got this in the bag?

Well I'm not convinced that Dingyi are the only ones interested. Whoever made the 77 cent offer last year could very likely still be in the picture watching. That's what successful negotiators and business men do. The Jews make an art form out of it. They show some interest, then pull back for a while, weaken you and then come back later. Thumbs up hotstocker01 for your post. That is why it was important for this bid to go formal because that will now flush out any other interested party because they have no choice now but to show their hand. The excellent, detailed Snowdens report being made public is also a big plus to any potential alternative bidder.

So it really all comes down to us, how strong our hands are. I'm with you smalio, there is no way I am giving my shares up easily. The stronger and more stubborn we are, the more we will get, make no mistake. Dingyi desperately want this project. At the last AGM, the directors were saying how bullish the Chinese are for Potash. They are doing offtake deals all over the world, the most recent with York Potash. See this link:

Source: Click here

You only need to look at how much money Dingyi have raised over the last 8 months to see how eager and serious they are to take us out. They weren't raising this money for any other purpose:

Total funds raised/ to be raised since October last year comes to $1,579,350,000/7.1 = $222,443,662 AUS (per page 22 and 23 in below link)

$220,000,000/289,000,000 elm shares = enough cash to raise the bid from 66 cents to 76 cents.

Source: Click here

I have no doubt they they are willing to pay a fair bit more than 66 cents but 66 cents is just the start. They are going to test how strong or weak the shareholders really are. The market is working in their favour but the stronger we are, the more we will get. Also, they won't want just 50.1%, they want the lot. They want us out otherwise they would have considered a JV. But a condition of the takeover is 50.1% control but they won't stop there and if enough shreholders resist then they will have no choince but to pay up!!

So I will be holding tight with my parcel.

Good luck everyone!