Hot Creek Capital's Letter to Millennium:
Dear Mr. Markley:
I am writing to convey our disappointment with Millennium Bankshares Corp. (the “Company” or “Millennium”) and our intention to Vote “No” on certain proposals to be made at the upcoming Special Meeting of Shareholders of the Company. I am disappointed with (i) the Company’s history of below average returns on equity, (ii) the Company’s failure to materially increase tangible book value per share over the last four years, and (iii) your pursuit of a merger transaction which is highly dilutive to tangible book value per share.
In an attempt to demonstrate our dissatisfaction with your leadership, we intend to vote against any action you may take in preparation for your proposed acquisition. Specifically, we intend to vote “No” on any proposed issuance of additional shares of Millennium stock in connection with the Reorganization Agreement and the transactions contemplated thereby; and further we intend to vote “No” on any Amendment to the Articles of Incorporation of Millennium increasing the number of authorized shares of stock, in each case as are proposed to be requested at an upcoming Special Meeting of Shareholders (See Form S-4, dated July 21, 2005, of Millennium Bankshares Corp.)
Very truly yours, /s/ DAVID HARVEY David Harvey
Anyone, if you get a call from Ronald Reagan, you know what it's about!
KBW Bank Index trades at 1.5 book value ... don't see how anyone can vote for this low-ball deal.
So maybe the HBKS CEO set the whole thing up: Get a crummy deal like this as a starter; get the bank in play; drive up the share price; increase the buyout value ... and all along he knows the shareholders are going to vote no?
"Oil Jobs Lost: 250,000 And Counting, Texas Likely To See Massive Layoffs Soon"
We will find out for sure when the proxy statement comes out. Odds are there is no break-up fee on no vote ... so odds of a no vote go way up!
That's never a good thing!
The shareholders might all have Alzheimer's, but they can't be that dumb. No one is voting for a $21.05 cash deal.
Or how about this: Southern splits their stock 10-1; lists it on at least the OTCQX; then trades one share Southern for one HBKS share. Then HBKS shareholders get a fair price; avoid taxes; have some liquidity; and share in future appreciation!
Little concerned about the "merger" trick ... it's really a "buyout."! And that might fool the Alzheimer's shareholders. But that's okay ... Pres. Reagan knows what he's doing!
So maybe the Old Fogies are organized like Anonymous or something like that?
Good grief! Elderly HBKS shareholders passing up stock for stock tax-free deal ... plus stepped up basis on death! In cash, they would need about $30 for this stock!
There will be a viewing party for "Cocoon." Cocoon is a 1985 American science fiction fantasy comedy-drama film directed by Ron Howard about a group of elderly people rejuvenated by aliens.
When the elderly HBKS shareholders finish voting, this deal will definitely be voted down!
People could be waiting to see who they hire. Very hard to find someone that isn't tied up with a non-compete employment contract with another bank. You don't find too many people at that level like Andy the fix-it guy; i.e., someone very experienced that's free to leave for a new CEO job. They are probably going to look out-of-town. Good luck on that ... Hampton Roads is boring in the winter!
Economy could be a wild card, but bank stocks look stronger all the time! Plus, Dodd-Frank relief could suddenly materialize!