Originally posted by RhysT
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I stand by everyone's right to form an opinion any time they like. Sabine insists we should all have all of the up to date facts in front of us first, otherwise we are falling pray to this frightening worldwide epedemic of 'jumping to early conclusions'.
And might I pose the question to Sabine on who's doing the gaslighting here?
EVERY post in one way or another has been an attempt to convince everyone that anyone who has valued their TMT holding more than AVL has offered "before having all of the facts" is, well, the list is exhaustive of negatives that have been attached to such behaviour, and for anyone voicing agreement with a view that opposes hers.
But regarding these facts that we need before we can have our say, for starters, the Independant Experts didn't agree to this merger, our board did.
So our board should be in the best position to explain all of the synergies and benefits to being merged with AVL.
And i'm not talking about the literal 3 lines we have gotten from a grade 1 economics textbook about lower capex, better name recognition/exposure, 1 company one orebody.
These are why a merger makes sense. In fact I can't cite many times anyone has argued against these.
What management have not done is explain or convince us that merging with AVL in any way increases the value of what we hold in TMT.
Let's start there actually. Most holders have followed TMT and AVL very closely for several years. And being this side of the fence, TMT holders see a much better investment buying TMT i.e. TMT's shares are better value.... So right there, this makes even a 50/50 merger into AVL not that appealing for many.
Shareholders will never have all of the facts, ever. To suggest that should be the only scenario where we can form an opinion, or basis for what we personally determine OUR shares are worth and what we'll sell them for, I can't agree.
It's not that we are currently blind to facts as well. Troy may have been the one to post figures that highlight massive red flags for AVL, but we're all aware of this. We are aware (and if the expert review is at all honest and intelligent) that the likely best way forward for the merged entity is to leverage what actually gives TMT it's value. Advanced permitting for ONSITE processing, proven titanium byproduct, higher early stage recoveries.
They are not having two processing facilities, and they are not trucking bulk unprocessed product 500kms to be processed.
I would argue half the reason we are in the dark on 'facts' is because this board and RCF have kept everything under wraps due to the merger eventuating.
I would also argue that the above contributed to 12:1 and 34.5c at the time of announcement being a 'premium' to the price we were trading at, an all time low that pretty much NO TMT holder considered NEAR what their shares are worth, or would sell them for, to AVL or anyone else.
But put simply we have an arguement against us here that Ian and the board agreed so we should also agree it's a good price.
The expert review will then come in and say that merging is the best way to maximize value and 34.5c at the announcent date was a premium to the 26c it was that day, so all holders should agree it is a good deal.
Are either of these valid reasons why we can't, shouldn't, or are bad people for deciding 12:1 is not a sufficient offer for OUR shares and if it's not improved then we'll vote no?
IMO of course not..
I'm not interesting in getting into a big debate, but Sabine if you must offer a retort, i'm open to it including this:
Please provide a few hyperthetical examples of what could appear in the scheme booklet and/or independent report that could put egg on the faces of anyone who has already formed an opinion?
I was a bit antagonistic in this post, but I realised just there at the end, MAYBE we are just so far apart on this issue because I am forward looking to the booket/report and can't imagine anything that is going to dramatically lower my opinion of TMT's value in contrast to AVL and make the 12:1 sound attractive.
But perhaps you are imaging possibilites that I can't picture, and that could explain a lot. So i'm genuinally open to hearing this and maybe understanding your hard stance against an early no opinion.. Not that the same consideration has been offered to understand the no vote stance, but someone mentioned olive branches, so i'm holding one out here.
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Hi again Rhys
https://www.herbertsmithfreehills.com/file/26446/download?token=zBpBcMFc#:~:text=A scheme of arrangement (or,of both to target shareholders .
There have been many vehement complaints about vagaries .
From this SOA procedure explanation it seems that a confidentiality agreement is likely in place.
— I think this explains the problem of ‘skimpy’ information that has frustrated so many.
I also note the implementation deed - signed by both parties - may contain legal strictures (not to keep shareholders in the dark but to to protect the interests of both companies in the ‘wider’ world).
And the scheme booklet?
It seems it will effectively be a disclosure statement at prospectus level.
.. “The target is required to send a disclosure document known as the ‘scheme booklet' to its shareholders.
The scheme booklet must explain the effect of the scheme and contain all the information that is material to a shareholder's decision as to whether to vote in favour of the scheme.
Although the target is primarily responsible for preparing the scheme booklet, the target will require considerable information from the bidder. The level of information required from the bidder will vary depending on whether the consideration it is proposing to pay under the scheme is made up of cash, securities or a mixture of both. If the consideration is (or includes) securities, a prospectus level of disclosure is required.”
This explanation of legal procedure makes me feel that everything is not yet on the table from either the AVL or TMT sides and that those who assume they already know what it will contain are jumping the gun.
cheers