I don't recall MOS management ever saying that the terms of the buyback agreement would have to be amended in order for a deal to go through before November, and that the Cargill trust might very well walk away entirely by simply saying "no" to an amendment. The special cc didn't go into that little detail. Not to my memory. The emphasis was entirely on "negotiation" with Cargill on the first tranche, implying the reaching of an agreement on timing and price; or perhaps no deal because they couldn't come to terms. I wasn't aware that Cargill could say "no" to an agreement that had to be undone in order to proceed with any pre-November negotiations. Does anyone have a different recollection?
This is brutal. If I'm correct, that MOS was silent on the required amendment, I condemn MOS for not having alerted the public to this potential outcome.
Yes, they said November if negotiations failed. But they didn't say that for negotiations to open, the Cargill side had to agree to amend the agreement. As we've learned, Cargill did not agree to amend the agreement. Consequently, if one defines "negotiations" as being the give and take surrounding Mosaic's purchase of Cargill-held stock––price, amount, etcetera––negotiations never opened.
Not sure what you are talking about. Cargill owns no MOS shares. And it is up to those Cargill shareholders who hold MOS stock as to whether they want to sell or not under current market conditions. That they indicated that they wanted to sell now refutes your contention regarding some sort of hold out. Had Cargill approved the amendment, these folks would have been in a position now to say yeah or nay. Instead, Cargill has stopped that process cold.
Your recollection is the same as mine. This little detail was never mentioned. All we knew was that once the May date passed, we were not expecting any problems. I do recall a mention of the November date as a point after which there was no need to ask anybody's permission for anything but the operative assumption was that there would be no difficulty arranging the buyback prior to that date if the relevant shareholders were amenable.
One wonders what MOS management's explanation will be for omitting from all discussion and explanation of the unwinding the little detail that there exists an agreement between Mosaic and the Cargill trust which, in order to proceed with negotiations allowing MOS to pursue the purchase Trust stock prior to November, '13, must be amended; and that the Trust has the right to simply say "no" to an amendment; which stops dead in its tracks any negotiations prior to November '13.
"We thought it was clear."?
"We didn't think it was important."?
Why does this decision cause a drop of 3%? It does not seem important to me.
Also, does anyone have any ideas as to why Cargill declined to move the date. I'm pretty sure it was not to make the price drop.