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Author:

Jam ok

Subject:

Off Topic

Date:

10/26/16 at 1:02 PM CDT

 

 

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Reply to:

MSG`#4022,`10/26/16
By LongTerm CapGains

 

Re: One thought on Nokia's sahre price

lt cap,

Only an uninformed opinion: I don't see why: NOK can give the holdouts the same price of buy-out that they gave you and me. The only thing I can think of that might be a problem is that the .55 shares of NOK that is part of that deal is of demonstrably less valueable then, than it is now, at least in monetary terms. The court seems to be obviously saying that NOK can cram a deal down their throats to get the shares, but at what value is left open, apparently. I don't think initially NOK would offer anything different, arguing they shoulda taken the money and shares and run. As of now, they'd have the same deal we did, without the hindsight.

So, either those shareholders eat it and sulk, or the legal wolves come dout with a crass-action (no spelling mistake) suit. And I'd think that might lead to some settlement which neither side likes, which is a sign of it being fair. If that scenario were to be true, I don't know if it would be a material hit to NOK. But the mere fact of a suit wouldn't make the market like it, to begin with. 

If I were Nok, and I was a lawyer for them (both of which, obviously, I am not), I'd argue: Look - you knew the terms and its fixed value. You could've sold your shares on the open market from (IIRC, not sure) Dec. 18th to Jan. 5th (or whatever.) When you did not tender the shares, you had another open window in mid January. It was your choice to refuse the offer and sell the shares for about what was in the offering. You chose not to do so. Therefore, you bound yourself to the fate of the stock at that point. Tough luck. If I were opposition counsel I might say: Yes, but the silly putty forced capital gain or loss by that crazy sell your shares, and then buy NOK back was a an unncessary 'forced march' for shareholders, which had negative impact to many of the shareholders.

And if I legally represented NOK, I'd reply: Yes, that was an idiot's move on our part. But it was an equal-abuse issue - it applied to all shareholders, and it was legally correct. Your alternative was to sell your shares on the open market, which would materially have been the same as if you tendered them to  NOK,  and resulted in a capital gain or loss anyway. Now, here's a cookie. Be a nice fellow.

Unfortunately, we know that lawyers will do that class action stuff at the drop of a hat, bank the money in lawyer's fees, and the class members don't get much.

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