Wow! Is Yahoo ever sensitive. Talk about political correctness! They censured my last statement to this comment. What I said was (and you have to figure out the hints):
"In other words, so long as absolutely nothing [disrupts, but using a word meaning 'strange' and beginning with the letter 'q'] the deal, it gets done, but bear in mind that ACP is looking for the [reference to homosexual, beginning with the letter 'q'].
Touchy, aren't we, Yahoo?
The SinkHole did not demand a "solvency opinion." ACP had notified SinkHole verbally that an "insolvency event" as described in the agreement (as an allowable escape clause for the buyer) may have occurred when Massachusetts demanded additional capital for the subsidiary domiciled in that state. SinkHole stated that it corrected this situation (by injecting $3 million into the subsidiary's capital base) and then requested from ACP its (written) agreement that "an insolvency event" has not occurred, further requesting ACP to confirm its intention to complete the deal.
If indeed ACP put anything in writing that, in its view, an insolvency event had not occurred, we know nothing about it because SinkHole has made no disclosures that it has received such notification. Further, ACP did not provide a firm promise of its intention to complete the deal, but only promised to adhere to the terms of the agreement and to maintain its rights under that agreement. In other words, so long as absolutely nothing #$%$s the deal, it gets done, but bear in mind that ACP is looking for that #$%$.
You huffed and you puffed that the Euroins offer was legitimate, real and something to be taken seriously. You were the only one, including SinkHole's BOD that rejected it, essentially out of hand. Go back and re-read your posts.
Couple of minor points. ACP verbally told SinkHole that its interpretation of the Massachusetts DOI action was that an "insolvency event" had occurred. SinkHole has stated the Massachusetts issue has been cured by moving $3 million to the subsidiary in question. SinkHole has demanded ACP state specifically in writing that an insolvency event has not occurred. We do not know if that response was delivered -- we only know that ACP has said that it will abide by the agreement under the revised terms. What we do not know is if there are other issues that have been raised by ACP. For instance, under the revised terms, SinkHole's statutory surplus will be deemed adequate if, in total, it exceeds the total minimum capital requirements of all of the subsidiaries. However, in its most recent SEC disclosures, SinkHole has not indicated that its current surplus meets this hurdle. Why not?
Okay, Boo-Fay, the pps made a quick dash to $1.73 where you claimed (a) to have recommended purchase; and (b) to have actually bought the shares for your own account. Thumping on the certainty of a deal at $3.00 and jumping on the bogus offer from the Bulgarians, you then sold when SinkHole accepted a lower figure from ACP and rejected the Bulgarians bid.
So tell us, oh Astute One, were you buying last week when the shares slid back down to $1.65?
My HP 12C tells me that the market is discounting the deal at an annualized rate of about 112%. If one uses a 15% annual rate, kind of normal for a high level of confidence, you are looking at a takeout price of about $2.02. Add a nickel if you want to discount it at a 25% rate.
In furtherance to my earlier projection of the deal getting done or not done and ignoring the words Boo-Fay chose to put into my mouth, I suspect the deal will get done but at a significantly lower price. If it does not get done, it will be because of SinkHole's pyrrhic recalcitrance.
I don't camp here all day, but my prediction as been clear for some time that I think there is a solid chance the deal falls apart.
But I'll tell you what, Boo-Fay: You leave me alone, and I'll leave you alone. But before we let it go entirely, do this: make a fist and extend your pinky finger; then imagine it is my fist you are staring at and understand the message is "You aren't worth the full measure."
I keep telling you, Boo-Fay, no other aliases. The fact is, there are a number of people here that actually know something about the industry, despite your wildest and wettest hopes and dreams.
'Course Boo-Fay's Proct-Ologist was the one writing on Seeking Alfalfa about how $3 was a can't miss deal literally the same day that the price was lowered to $2.50.
If you knew anything about the insurance industry, Boo-Fay, you would know that all things, good and bad, take time. This deal is not done yet, and it may never be done. At least not by the ACP crowd. Maybe the regulators.
Take your penny stock pumps and go someplace else. Read today's WSJ article on the FBI's work to root out you penny stock fraudsters.
Keep in mind, two of the shareholders (CFO and General Counsel) stand to collect a big payday, but only if the deal closes. If the regulators seize the insurance properties, they get zilch.
I had mentioned the aggregate capital agreement earlier, noting that SinkHole's most recent public disclosures made no mention that total statutory surplus met this hurdle as of 3/31 of this year, and wondering if in fact the number does fail to measure up. We stay tuned...
...Merger Arbitrage Fund (From Letter dated March 31). Not Happy:
Other detractors during the quarter included NuPathe Inc.,
which failed to receive an increased bid. The Tower Group
International Ltd. experienced substantial spread widening
due to uncertainty about the firm’s viability if the acquisition
by AmTrust Financial Services Inc. falls though.