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Edac Technologies Corp. Message Board

  • buyandwin buyandwin Apr 4, 2013 8:18 PM Flag

    Just Received the E-Mail For The $17.75 Tender Offer

    Interesting snippits on the first 2 pages
    1) If you tender your shares you can change your mind in the first 20 days. The buyer has the right to extend the offering if it needs more time up to Sept 30, 2013 (Thats over 5 months)
    2) The offer is for $17.75 for the outstanding 5.3 Million EDAC shares which comes to $94 Million. They have arranges for $141 Million dollars to cover this deal $141 M /5.3M shares equal comes to $26.60 a share for expenses fees under the table deals slush funds and whatever else they want to throw in there.
    3) So, it appears that Argoyle's conservative $23 estimated value was indeed conservative. If Greenbrier and Pagano are using a $26.60 value on the purchase There is absolutely no doubt in my mind they currently value EDAC -the backlog of orders they have the expected future orders and the bright future of the airline industry going forward in the neighborhood of $50.
    4) If they are borrowing $141 M there will be additional interest charges of maybe $7M to $10M on the loan
    5) IMHO anyone tendering here is not evaluating the story correctly because----

    A) There is a higher offer pending and
    B) The EDAC shares are trading above the higher $18.25 offer
    C) Patience on the part of the shareholder will probably force a higher bid as we get closer to April 23rd.


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    • The $141 million equity commitment (not a loan) is "to purchase all of the issued and outstanding Shares pursuant to the Offer and the Merger, to cash out all outstanding stock options and restricted stock awards, refinance certain indebtedness of the Company and to pay related fees and expenses."

      Your math considers only the outstanding shares.

      In answer to your previous question, we know Greenbriar owns no shares because they stated in the Offer to Purchase that they own none at the start of the tender offer. Federal regulations prevent them from acquiring more outside of the offer.

      • 2 Replies to apj285
      • Apj:
        Thanks for your reply- ****** The $141 M equity commitment (not a loan)*****
        If it's not a loan--what is it? I doubt very much that it is the coins they have stashed away in the back pocket of their jeans or in their cookie jar on the shelf in the kitchen. I assume it's a loan. Since you say by law they can't buy shares and probably MidOcean can't buy either then who is buying? and why are they buying at prices above both offers. Pagano said he is negotiations with MidOcean currently. He said the MidOcean offer for cash of $18.25 is less than the first offer of $17.75 cash. How can he negotiate a higher price when he just told us that $17.75 is a good and fair price and we should all sell our shares to him and his new Greenbrier friends.
        No wonder 15 law firms are looking to squeeze some money out for themselves...
        I want more money for me-And I want it now and not in sept.
        And I want $30 a share by April 23, 2013, and it is still a steal for the buyer. Or else have the board of directors refuse both deals Fire Mr Pagano because he is not acting on the behalf of all of the shareholders who are the owners.


      • Yes, they've their financing lined up but the same is also applicable to MidOcean with pension fund's big pocket behind their unsolicited offer.
        Why would anyone tender their shares to Greenbrier @$17.75 knowing full well MidOcean is prepared to offer $18.25 and the stock is currently trading at $18.50? So, the game of chicken continues while we wait for the bidding war to enter the next phase.

    • Hi buyandwin, think the total $141m dollars covers the existing equity and the net debt at edac. So, they're saying they have raised $ to repay the existing EDAC debt as they can probably refinance it at better rates. Don't think it's indicative of their total potential offer, which can probably be larger but they haven't hinted at how much.

      • 1 Reply to johndaley404
      • Hi John::
        Their lenders have approved a loan of $141M- That means they think there is more value than $141 M in EDAC to secure their loan and permit Greenbrier to pay the $7M to $10M financing payments per year. Greenbrier thinks it is worth a lot more than the $141 M or they wouldn't be wasting their time and money trying to buy EDAC. $141 M / 5.3M shares = $26.60 a share. That's what they are paying for EDAC They are valuing EDAC much higher and paying us much less. I would prefer not to sell at this time ay these prices. I probably would have to, but I want a higher price.


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