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Onvia Inc. Message Board

  • LMcKenna LMcKenna Dec 5, 2002 9:05 AM Flag

    Is this legal?

    From the rights offering:
    "In addition, in the event of certain business combinations, the Rights permit the purchase of the Common Stock of an acquiror at a 50% discount. Rights held by the acquiror will become null and void in each case."

    That sounds like if someone, legally buys shares on the open market, ONVI can turn around and buy them back at half the price! While I can understand the concept of "poison pill" protections, this particular phrase is more like, "theft by taking".

    If they wrote up something whereby ONVI has a right to buy back "excessive" shares (those over 25%) at current market value (or some formula, like the avg price over the previous 30 days) if no control/acquisition occurs within 6 months...that would sound fairer/reasonable.

    Just seems like a lot of wheeling and dealing by people who have a whole lot more money (and time) than I do.

    At present, DGR just wants to raid our piggy back (to hell with the shareholders/employees).

    The BOD and/or executive officers want to keep their cushy jobs/salaries and hope to turn a tiny profit whereby ONVI might trade beyond cash value (and then exercise boat loads of options - make a killing - dilute the current shares - to hell with the current shareholders, although we will get a bit of a rise as well).

    Right now, I think a buy-out at $4.50 (leaving some cash for continuing ops for 3 to 6 months, before breaking even - if that's feasible), would be great! However, I think that if someone does NOT wish to sell, that they should be allowed to get a stake in DGR (equivalent to their current ONVI holdings) if they wish...then they can ride any potential rise in profit/value from the buyout. This may not be typical, nor desirable, but it would be nice to have such alternatives.

    Similarly, HTEI (if bought out) being such a cash cow right now, I don't want to sell for less than 7 (preferably 9 to 12), and would opt to hold on to the future company (in a tax-free transaction/transfer) if they can indeed buy HTEI for something as low as 5 to 6.

    Still curious to see what we trade at on Monday. Also, DGR's offer expires tomorrow (along with us getting our "rights" at market close).

    I wonder what PR's we will see Monday morning!?

    Wouldn't mind another cash distribution for my holiday shopping! Actually, make it in Jan. so that the tax man has to wait for his "cut". Heck, I'm on a dividend kick lately, let's make a qtrly dividend of say .25. (Ooops, that would require profits...) Let's just all split the cash right now! ($5/sh for everyone!)

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