Special shareholder meeting set for October 6th. Everything on track for completion of the deal. See SEC filing:
Of course there is always some risk in the deal falling through, but IMHO that risk is very small at this point. Both Boards have approved the deal. Antitrust not really an issue. Intel has the cash. On an annualized basis this is well above 20% return. Do you folks know of any other place to park your money with that kind of return?
Is the market irrational or am I missing something?
I think you are right - they won't even get 2 million. They goofed. They needed to buy all 8 million shares that were tendered in the earlier offer. Of course I would love it if the price dipped so that they could end up buying a big chunk of the shares.
mrkruncher, I never suggested that they should raise the buyback price. I said if Koo or Kellogg were interested in unloading their shares then they would have offered a higher price. As far as cash needs, they are prepared to part with 82 million of the company's money with this tender and I assume they know the company's cash needs better than you or me. Last year they bought about 2 million shares at about $6.30 average price. Of course it is better if they could buy at cheaper prices which is why I am frustrated that they did not buy the entire 8.2 million shares tendered in the first tender offer.
Koyak, I agree. NTP lost its chance for a more meaningful buyback with the 1st tender offer. 8.2 million shares were tendered and only 3 million bought. In general, their buyback efforts, while commendable, have been executed poorly.
I don't think Koo and Kellogg had any intention to tender their shares. It would make no sense. They are not fools - why would they sell shares below the company's cash value? If they wanted to raise money as some has suggested then they would raise the tender offer and sell at a fair price.
Clarification from the SEC filing regarding last tender offer:
"Do the directors and executive officers of the Company intend to tender their shares in the Tender Offer?
Our directors and executive officers have advised us that they do not intend to tender shares in the Tender Offer."
Let us see if this language will change in the new filing. I doubt that it will.
"new stipulation that insiders can sell"
Insiders were free to sell in the old tender as well. Nothing new in this offer.
I doubt that Koo or Kellogg will sell for $5.50. NTP has about $6 per share worth of cash. If they were to sell then as board members, they would increase the offer price to give themselves a better deal.
Koyak and Gman,
I can see there is some disagreement in interpreting the insider ownership numbers. I have been unsure myself. But I thought the tender offer filing from April 29, 2015 clarified it: (Page 21)
"As of April 27, 2015, our directors and executive officers as a group (7 persons) beneficially owned an aggregate of approximately188 million shares, representing approximately 44% of the total number of outstanding shares. To the best of the Company’s knowledge, the Company’s directors and executive officers do not intend to tender into the Tender Offer."
Note that the "188 million shares" is a typo and should have stated 18.8 million. The only way you can come up with 18.8 million shares is if you count I.A.T Reinsurance shares separately from Kellogg shares. In other words, Kellogg owns 6.9 million shares directly and another 5.7 million shares through I.A.T. If you add up the two numbers and Koo's 5.9 million shares you get close to 18.8 million. The 4 other executives account for the remainder.
As Gman pointed out the footnote states:
"Mr. Kellogg beneficially holds 6,916,000 common shares, including 5,774,800 common shares held indirectly through I.A.T. Reinsurance Syndicate Ltd. I.A.T. Reinsurance Syndicate Ltd. is a Bermuda corporation of which Mr. Kellogg is the sole holder of its voting stock."
I find the language a bit confusing though. The word "including" is not so clear. My final interpretation is Kellogg and Koo own about 18 million shares, so if NTP buys 15 million shares through the tender (very very unlikely), they will control about 75% of the company. I think it is a huge shame that they did not buy all 8.2 million shares that were tendered in the Spring. That would have been a great deal for the long term shareholders. Given the price action, how likely is it that even a million shares will get tendered now?
Koyak, did you get further clarification from McGrath regarding the ownership? Thanks for looking into it.
About 8 million shares were tendered earlier and only 3 million purchased. Many tender offers leave a clause stating that they reserve the right to buy more if oversubscribed. IMHO NTP made a mistake by leaving that out and thus forcing it to buy back only 3 million shares. The current offer of 15 million shares is a total dream. What makes them think that many shares will be tendered when only 8 million were tendered last time? This offer will be way undersubscribed. I must admit last time I also thought it would be undersubscribed and obviously I was wrong. Anyway, they should have bought the shares when they could - may be too late now. Nevertheless I am very happy that they are trying to buy about $15 worth of value for $5.50. Good for shareholders.
Any guesses how many shares will be tendered this time?
On page 3 of the report, I see 2 valuations under 2 different conditions. Under "assumed condition 1", I see 18 billion RMB. Under "assumed condition 2", I see 12 billion RMB.
I will re-read it, but no matter what NTP's stock price is no where near its intrinsic value.
I looked at the land evaluation study as well. You must be assuming that the valuation is about $280 million (~$7 per share) which is $1.8 billion RMB. I am seeing significantly higher values. Of course, I could be reading it wrong as well. But am I right in assuming that your calculation is based on about $1.8 billion RMB?
Shenzhen developer Vanke will help launch China's first REIT IPO on Friday, 6/26/15. They plan on raising over $400 million. See link below for details:
Should be very interesting for NTP's real estate
goldengate is right. There is nothing illegal about Intel buying the shares in the open market. In fact it would be a very wise decision. I don't know if they are doing it though. If they bought a lot of shares then it would narrow the spread of course.
You may all be interested in today's (6/3/15) articles in WSJ on real estate values in Hong Kong. It is in the "Money and Investing" section. There are several articles in the section. Here's one: http://www.wsj.com/articles/in-hong-kong-the-apartments-are-fit-for-a-mosquito-1433237582?mod=trending_now_2
To be sure, NTP's Shenzhen property (separated by about 30 miles from Hong Kong) is no Hong Kong, but it may give investors some clue as to how much NTP's property is worth.