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Mittleman Presentation, page-11

  1. 385 Posts.
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    Mittleman now control 30.5m shares and we've got just 1.5 trading days until the voting entitlement closes.

    Time for a quick recap on assumed / announced voting.

    Scheme A - Mittleman now have more than enough votes to squash it, so it's all up to him.

    Scheme B looks like this then:

    VRC 77.94m
    BoD 13.86m - YES
    Spheria 15m - YES (announced)
    Sethu 10m - YES (assumed)
    Total 116.8m, another 30m votes needed to get to 75%

    Mittleman has 30.5m (maybe more by tomorrow), leaving 48m votes unannounced.

    Assume Mittleman votes NO, the YES vote would need 30m of those 48m to get up, that's 62.5%. I honestly can't see that happening.

    If Mittleman votes YES, then Scheme B gets up.

    To re-state the bleeding obvious, Chris Mittleman is making this decision. Personally, I'm more than happy with that as he's got nearly $75m worth of floor under the SP at about $2.50 and he's been the only substantial holder genuinely trying to maximise value for us.

    A couple of things to make clear.

    1. The break fee of $4.29m (incl GST) DOES NOT APPLY if the schemes are voted down.
    2. The YES vote also needs a minimum 50% "head count" of (virtual) attendees. This obviously favours the NO voters, as the small holders get equality against the big players (assuming nobody has two heads).

    Unsurprisingly though, the Scam Booklet reveals that the head count vote can then be overturned at the Court hearing and they remind us they have reserved the right to seek such a ruling (because, you know - Covid), nothing to do with wanting to further destroy shareholder rights, of course. Repeat after me - "this is all in your best interests".

    In my opinion, the schemes both go down and a capital raising will follow before too long. The current 14 day VWAP is above $2.91, suggesting to me that a CR around $2.50 to $2.60 is on the cards. If so, I'll be buying as many as possible. My assessment is that Mittleman and Spheria will both take their full entitlement (more if they are allowed). I wonder if BGH and the BoD in their guise as BidCo couldn't also purchase shares in an entitlement?

    Summary - don't blink and most of all, don't let them steal your shares off you.

    Oh and be sure to log into the Scheme Meetings on Monday - it might just come down to a head count. The Top 20 might hold 85% of the shares, but they only make up 0.3% of the 6,400 shareholders. We really do have a voice because of this headcount rule.
 
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