Probably won't matter much, but I voted No. Very simply, an established technology company that is growing in a HUGE market like China is being bought out at $12 ? A price that we've pretty much hovered around since it was first announced that the company was going to entertain bids, what like 2 years ago?. That's a good deal for us shareholders?? Not to mention there's been reference to the fact that other bids were received that we never heard about and were basically dismissed. To me the whole situation smells awfully funny...like the FIX was in to take this deal at $12 and NOTHING was going to stop it from happening...I'm sure this a good deal for somebody and they'll make a lot of money getting the company at this price, but I don't think the shareholders got a fair deal.
Too much current value and future promise to go out at this price. If it does go through this is one I'll never understand.
hrere's some proxy Info:
November 18, 2013
To the Stockholders of AsiaInfo-Linkage, Inc.:
You are cordially invited to attend a special meeting of stockholders of AsiaInfo-Linkage, Inc., a Delaware corporation (the “Company,” “we,” “us” or “our”) to be held at 3:00 p.m., Beijing time, on December 19, 2013, at 4th Floor, Zhongdian Information Tower, 6 Zhongguancun South Street, Haidian District, Beijing, People’s Republic of China.
At the special meeting, you will be asked to consider and vote upon a proposal to adopt the Agreement and Plan of Merger, dated as of May 12, 2013 (as it may be amended from time to time, the “merger agreement”), among the Company, Skipper Limited, a Cayman Islands exempted company with limited liability (“Parent”), and Skipper Acquisition Corporation, a Delaware corporation and a wholly owned subsidiary of Parent (“Merger Sub”).
Under the terms of the merger agreement, Merger Sub will be merged with and into the Company (the “merger”), with the Company surviving the merger as a wholly owned subsidiary of Parent. At the effective time of the merger, Parent will be beneficially owned by Skipper Holdings Limited, a corporation formed under the laws of the Cayman Islands and the sole shareholder of Parent (“Holdco”).
If the merger is completed, each share of Company common stock issued and outstanding immediately prior to the effective time of the merger, other than the excluded shares and the dissenting shares, will be converted into the right to receive US$12.00 in cash, without interest. We refer to this amount as the “merger consideration.” An “excluded share” is a share of Company common stock held (i) in the treasury of the Company or (ii) by Parent or any direct or indirect wholly owned subsidiary of Parent (including Merger Sub) immediately prior to the time at which the merger becomes effective, including each share of Company common stock to be contributed to Parent by the Rollover Stockholders
On the DEFM14A at the SEC, you can find the summary:
"Litigation Relating to the Merger
On August 6, 2013, the Court entered an order consolidating the three actions under the caption In re AsiaInfo-Linkage, Inc. Stockholder Litigation, Consol. C.A. No. 8583-VCP, appointing interim co-lead counsel for Plaintiffs, and resolving other organizational matters.
On August 9, 2013, Plaintiffs filed a Consolidated Amended Class Action Complaint, which adds new claims alleging that the preliminary version of this proxy statement filed on July 23, 2013 omitted certain material information essential to the Company’s stockholders in order to allow them to cast a fully informed vote at the upcoming stockholders’ meeting concerning the merger.
On October 28, 2013, the parties executed a MOU setting forth an agreement-in-principle, which, when finalized as the Stipulation of Settlement, is intended to be the Settlement. Pursuant to the MOU, the Company agreed to make certain disclosures in the definitive proxy statement. The MOU further provides that, among other things, the Settlement is expressly conditioned on and subject to execution of a definitive Stipulation of Settlement that will contain the following conditions: (a) the completion of confirmatory discovery, as well as Plaintiffs’ continued good faith belief that the Settlement is fair, reasonable, adequate, and in the best interests of the class; (b) final certification of the class; (c) final approval of the Settlement by the Court; (d) dismissal with prejudice of the Consolidated Action as to all members of the class (including Plaintiffs) without the award of any damages, costs, fees or the grant of further relief except for the payments contemplated by the Stipulation of Settlement; and (e) the consummation of the Merger. The Settlement will not affect the amount of the merger consideration that Company stockholders are entitled to receive in the merger."
So, the class actions have been considated and merger ok.
Are we ultimately only going to wind up with $12 a share here? It's so hard to believe that shareholders would vote for this to go through. In that recent Alpha article it suggests there were rival bidders but we never heard about them or any other offer. It also talked about shareholder lawsuits and that they were most likely all settled. Has anyone seen anything on that? I was never contacted in any way. For this to go out at $12 is a joke, really feel we got screwed over here. How can anyone feel that the Board acted in the best interests of the shareholders? Does anyone know if the shareholder vote is basically a formality or is there a chance it gets voted down?
You will find it on page 43 of the recent 10Q. Ambulance chasers has been consolidated to ambulance chaser and asia has reached an agreement in principle with this group of litigators. Sounds like it won't cost Asia a dime and should be finalized shortly.
On Oct 28 all parties to the RE ASIS INFO-LINKAGE, INC. STOCKHOLDER LITIGATION, entered into a Consolidated Action Memorandum of Understanding Stipulation to fully and finally resolve and settle all litigation.
Anyone know what this is about, and where do we receive a copy of same?????
Excellent. AsiaInfo is growing very fast. Revenue is climbing. Margins are improving.
Guidance is higher than I was expecting: Fourth quarter 2013 net revenue (non-GAAP) expected to be in the range of US$173.0 million to US$181.0 million. The Company expects fourth quarter 2013 net income attributable to AsiaInfo-Linkage per basic share (non-GAAP) to be in the range of US$0.31 to US$0.40.
Based on fundamentals, I think ASIA is worth over $16/sh.
Sentiment: Strong Buy
This looks like a year end close which could spill over into 2014. ASIA has not, to date, completed the proxy. After the proxy is issued, you typically are looking at four to six weeks for the shareholder vote. Also, the deal will need Chinese regulatory approval. They might update the market on progress on 11/5 when earnings are issued.