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Linn Energy, LLC (LINE) Message Board

  • johns.patrick johns.patrick Aug 30, 2013 12:25 PM Flag

    my prediction on SEC

    LINE announces that the informal is complete on Wednesday next week and they are proceeding with merger activities - stock pops 10-14%. Why do I predict this will happen because I'm behind the market this year due to LINE and i want it to happen. hmmm, that may not be the best work I've ever done but come on this transaction and the questions on their reporting is not that complex, its been 60 days - say yea or nay already

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    • I'm the eternal optimist. Linn said in QII Supplement and it's QII press release that, although timing is uncertain due to the SEC inquiry, for planning purposes, one should assume an Oct 1, 2013 closing. I realize that everything is up in the air because of uncertainties about the slow grinding of the SEC wheels, but I doubt if Linn would have put to 10/1/13 date out there three weeks ago if they really thought there was a good chance that it wouldn't or couldn't be met. Strategically, Linn should have realized that if that date is missed, the market gets another disappointment...Something Linn doesn't need.. Also, with SEC folks in the house to pursue the informal inquiry, I'm guessing that Linn might have had at least some unofficial hint that things could be/might be wrapped up in time to meet a 10/1/13 closing. Also, it seems to me that all the SEC has to look at is stuff related to how the hedges are handled, paperwork/communications relating to the Berry merger, and how Linn approaches the non-GAAP figures & reconciliations. This board could get through that stuff in a few days...or less. Also, the length of and details in the 3rd amendment to the S-4 suggest that the thing is about as complete and comprehensive as it can get. For all of these reasons, I'm of the opinion that the SEC okay on the S-4 could happen in a week or two and the shareholders' meetings can be scheduled for later in September. Just my opinions. Hope is a #$%$ strategy, but I hope I'm right.

      • 2 Replies to fredrickson01
      • Neither Berry nor Linn has held their annual meeting yet at which time the shareholders vote on the merger. In Berry's case, shareholders must be given 20 days notice for that meeting. (Page 146: Under Section 262 of the DGCL, where a merger agreement relating to a proposed merger is to be submitted for adoption at a meeting of stockholders, as in the case of the Berry special meeting, the corporation, not less than 20 days prior to such meeting, must notify each of its stockholders who was a stockholder on the record date for notice of such meeting with respect to shares for which appraisal rights are available, that appraisal rights are so available, and must include in each such notice a copy of Section 262 of the DGCL.)

        The merger would take place five days after all conditions have been met (Page 156: Unless the parties agree otherwise, the closing of the merger will take place on the fifth business day after all conditions to the completion of the merger have been satisfied or waived.)

        With that said, it appears unlikely the merger would take place before October 1st.

      • I think LINE used that 10/1/2013 date only to puff the numbers on the Q4 estimated DCF & coverage ratios. I would assume all the real stock analyst know this. If the deal does happen it will likely close in the 4th quarter and not before 10/1/2013.
        I read one analyst say that the SEC could take up to 2 months from the last S4 submission date, before green lighting the merger. That would give the SEC until 10/09/2013. Only 39 more days...
        Just one person's opinion and feel free to shoot me down.

    • If the Berry deal is green lit the reaction will not be 10-14%! More like 25% the first day. I wouldn't expect it soon, at best this quarter, probably not for several months, the wheels grind very slowly in Washington. Maybe we'll have attacked Syria by that time, or are we going to give them a specific date? What a bunch of clowns we have running this country.

    • marcarcal Aug 30, 2013 1:05 PM Flag

      I hope you guys are correct in your predictions, we need some good news for a change
      and get the bloodsuckers off our backs

    • I say the SEC finds nothing wrong. If I'm right we could see a big move up in LINE.

    • When the SEC inquiry is complete, the timing of release of information by Linn will be critical.
      If they release it on a Friday night, it's not good news; if they release it before the market opens on any given day, then it is.

31.17-0.20(-0.64%)Jul 25 4:00 PMEDT

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