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Here is the simple truth.
Whoever gave a fairness opinion on this deal needs to be sanctioned.
Nash is twice Spartan's size in revenues, and Nash gets a 20% premium?
A 20% premium on $1.55/sh (Spartan's earnings) is $1.77. Nash is expected to earn more than $2.
Nash tangible book is $21.70. Spartan is $4.1. If you add back the fully taxed LIFO reserve, Nash tangible book is $26. This gives no effect to the value of the real estate, which is substantial.
Nash does have more debt, but not as a percentage of tangible equity.
Nash just wrote off a chunk of goodwill. Are we to understand that Nash goodwill was or is any better or worse than Spartan's?
In short, by every measure, Nash is selling to an inferior Company ay a discount to its intrinsic value. And we are not talking about by a little bit.