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  • girthner21 girthner21 Feb 17, 2011 10:30 PM Flag


    According to Perceptron's 2nd and 3rd Q 2010 earnings releases, they openly talk about tendering their Class B RAM shares. 2nd Q mentions they are going to tender all their shares for 925,000 at 25k apiece, but then in the 3rd Q release, they state that due to additional information received they decided not to tender the shares after all. I'd imagine even at that time they must have thought they'd get substantially more by waiting it out (can't imagine they'd be willing to wait more than a year or two), if not, why pass up 25 cents on the dollar. Based on the math their investment in RAM was only $3,700,000.

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    • Latest 10Q shows they value the Pfds at $2.2 million (versus the $3.7 million cost)...that's a 60 cent valuation...I wonder how their auditors got comfortable with that given the tender was less than half. Pretty funny (and more than a little sad) that they'd waste General Counsel's time to be a director on the board for a couple million bucks...

    • That's a great find, but I don't know what to make of it.

      Apparently, during the extension to the tender, RAM released additional information that raised the perceived value of the preferred. Perceptron, and probably others, backed out. That helps explain the reason why RAM got surprisingly small participation in their offer.

      But what's the situation going forward? What information was revealed? Is RAM releasing more information to their preferred holders than to holders of common? If so, was it done with a confidentiality agreement that also restricts their use of the information?