To whom it may concern: please send your agent soliciting my proxy to charm school. I don’t like being pushed to give my vote over the phone. I don’t regard it as secure as the internet or paper balloting.
Yesterday was a funny day, I received three communications (in this order) on National Atlantic.
- The paper proxy and ballot.
- An e-mail from some dear friends pointing out our former employer’s SC 13D/A, declaring their opposition to the deal.
- The call from the proxy solicitor.
As I said to my friends: “I suspect that by this time, Gorman [the CEO] plus the arbs hold more than 50% of the shares. I will be voting my 0.15% against the deal, for what good that will do.
There are no appraisal rights, and I think the only possible remedy would be lawsuit alleging fraud, with a temporary restraining order on the deal. I don’t think that a lawsuit would succeed, but the laws of NJ, and the regulators are management-friendly.”
I have already admitted defeat on this one. Should the merger vote fail, I would expect the stock to drop considerably, because without replacing the current management team, there are no good options.
Full disclosure: long NAHC
Don’t know Dave. When I add up all the votes against the takeover, it looks like they have more than 50%. Unless I’m missing something, I think it’s dead unless a higher bid comes (maybe take away some of the high management compensation).
I just looked over the list of holders, and I can’t see it… most of the shares are held by small holders, leaving aside arbs that haven’t reported since 5/15. Excluding Gorman, reporting holders only hold 46% of the shares, so it would be hard to do a poll (outside of the vote itself), and figure out in advance that the deal is not going through.
That said, NAHC itself could have an information leak, and that might be what is driving down the share price today.
I justed added up the percentages in the 13D schedule and got 59%, but it looks like Hovde is in there twice, so that’s the issue.
Will be a tight vote then. No wonder the proxy soliciter keeps calling.
I voted no