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It looks like Scola resigned on March 9th, to allow them to comply with the 25% (1 / 4) CBCA Canadian requirement.
It`s interesting how they didn`t disclose such important BoD news until over a month later.
``Century wishes to also announce that Francis Scola resigned from the Century board of directors effective March 9, 2011.``
It looks like they used other means to control the situation (i.e. bridge loans and what appears to be other threats also).
It`s also interesting how the break fee is set so high - $13.5 million. I don`t know how they arrived at it, but the inflated market cap might have been part of the calculation (I have no clue though).
I know it`s a very serious situation and certainly no laughing matter, but if I am to be honest I have to admit that I was entertained a little bit by this:
``The newly combined company will draw on the expertise from both companies to fulfill board and management responsibilities. The newly combined board will be comprised of certain of the directors of each of Century and White Tiger, with a majority of the directors being incumbent directors of White Tiger. It is anticipated that Maxim Finskiy, currently Executive Chairman of White Tiger, will be Executive Chairman of the combined company, Daniel Major, currently President and CEO of Century, will be President and CEO of the combined company and Dr. Geoffrey Cowley, currently Chief Executive Officer of White Tiger, will be Chief Operating Officer of the combined company.``
I`m not exactly clear how that is drawing resources from both companies. I see Mr Finskiy, Mr Major and Mr Cowley as all being on the same team - the Finskiy team, all embedded within many of the businesses Finskiy is involved with.
The market seems to speaking low and clear - $0.70 is not $1.80.
Let`s see if a white knight shows up. With Century`s share price trading at $.70, it seems as if Finskiy has left the door open (even with all the threats that was build into the NR), in my opinion.
PROD.05 What is happening with WTG price vs. CMM. If the offer is $.78 Can this be reduced if WTG keeps being depressed from the offer price. Need your help on this.
Prod. 05 I think I made a calculation error. Please help clearify the offer price? Is it $1.84, and does this mean that this is the price that is offered or will the price simply be .4 of what ever the WTG price is at the close of the deal?
``It`s interesting how they didn`t disclose such important BoD news until over a month later.``
I`m sorry, that was March 9th and not Feb. 9th. Essentially he resigned last Wednesday. It allowed them to comply with the CBCA just last week.
Interesting, they didn`t have a BoD advantage for the final BoD vote, but how about all throughout the last month while all of this was being put in motion (set up), with the bridge loans, the market news releases, etc. Who is to say that if they had a balanced BoD prior to March 9th that the company wouldn`t have chosen a different financing path (for example - ie. trying to get a small (quick) equity financing insteading of the (potentially) strings attached bridge loan.
I don't think it really matters what CMM or WTG are doing in terms of shareprice. The only thing that matters is that you will get 40% of the shares you currently hold in CMM; in WTG shares. So if you hold 100K CMM you will receive 40K WTG. The current values of each of the two companies (changing rapidly) reflect what shareholders of each company think of the deal. Who knows what WTG will be *IF* a deal goes through.
I believe the offer is for .4 of a WTG share, if I am not mistaken. It means we will get .4 of a WTG share. At some point, the CMM price and the WTG price will align, at a .4 to 1 price. Based on market reaction thus far, the market is unwilling to move the CMM price upwards. Thus far, it is reflecting what it views as a more realistic worth for WTG. Unless something changes, and CMM`s price doesn`t move up, WTG price will have to come down to align with the .4 to 1.
For example, if Century`s price stays at $.70 then WTG`s price will likely come down to $1.75 before the companies are combined.
With a $.70 CMM share price, it looks like the door is open for a competitive bid (if they can deal with the penalties and threats) - say maybe a $1.00 and something offer.
Not liking this one bit. Seems like CMM is providing most of the gold and white tiger gets most of the profits. Correct me if I'm wrong but how does a company contributing 20,000 oz per year get to be holding all of the cards? White tiger 20k oz given 500m market cap, lamaque 70k oz gets 200m market cap, San Juan 25k oz gets 100 M market cap.... Someone explain how WTG is worth more than twice CMM marketcap?
What happens when/if WTG goes back to proper valuation of $1 per share?
Projected fair market stock price for CMM, based on the current NI 43-101 resource disclosures, is $3.48cad. The actual closing stock price was C$0.58.
It seems as though both company stock prices are being artificially lowered? We all know CMM's stock price is greatly undervalued. It makes logical sense the fair price for our CMM shares should be within the $3.00 to $4.00 range.
Tried to get a g acct. but have no mobile phone. Thanks Carib.
Do we get to vote our shares?
Or is this going to be settled by arbitrage .. Canacord or somebody else picking up our shares in the market? Do they need 2/3 of outstanding shares or 9/10?
"Clearly, this is a lowball offer and CMM is worth more. I will be voting NO and I suggest if you want full value for your CMM shares you'll vote NO, too." Currently as it stands, me and my shares are voting a big fat NO...
CMM has 470 M outstanding x 0.4 = 188 M shares WTG
Add this to the current WTG shares 122 M .. for a total of 310 M shares in the new company.
WTG has some Cash, a little gold production, and some properties so give them a value of $150 M
Century value is say $350 M ( 75 cents a share @ 470 M shares)
This gives us a total market cap of 500 M for the new company .. and 310 M shares outstanding.
This gives a rough share value of the new WTG @ $1.61.
The offer then .. IMO .. is 1.61 x 0.4 = 65 cents/share.
I would appreciate any comments on my calculation as I am just guessing here .. and any other calculations of what the new company might be worth .. and how many shares outstanding it may have ?
For what is worth. My 180,000 shares are on the no side as well. We need 5% to make a difference, this is my contribution to the total. Carib or production if one of you puts this united front together we all will follow. Blizzy Phillip
To get a better understanding of the intentions of Finskiy, I took a look at his interests pre- and post-transaction. The numbers are approximate, so please don't jump all over me if they are off by a few percentage points.
Pre-transaction: 40% ownership of CMM 80% ownership of WTG
Basically, Finskiy gains 15.6% ownership of CMM but to do that, he loses a portion of his WTG ownership (which didn't cost him much... but they do have lots of cash in WTG). 15.6% of CMM at the current fully diluted market cap of $329mm is ~50mm.
~50mm is a lot of money to us, but probably not too much to the Russians.
What I'm trying to say here is that Finskiy made this bid knowing full well that he's not going to massively benefit from this transaction. There is a possibility that he's doing this to put CMM in play and is willing to sell out to a competing bidder at the right price (~$1.30/share in cash). In that scenario, he books a $100mm+ gain right away, and he could spend that cash elsewhere to develop WTG.
Conclusion: this bid may be very encouraging for a white knight to come in.
Up to now, what I see is a great deal of negative supposition, with the single exception of Glorieux' post the other day. We have spent part of the last several months debating the benefits of changing the company's name in order to lose the baggage. There is little question that CMM has been consistently hamstrung in terms of cash, and therfore unable to concentrate on anything other than getting Lamaque up to production. Finisky has bankrolled the company for the last year, which has made certain of such progress as we have made. WTG is a bit opaque, I agree. That being said, I am disinclined to reject this offer outright as of now. If Prokhorov, Finisky and company are truly serious about building a decent producer, they are certainly in posession of the cash and the operating team (McNutt excluded here) to do so. I don' have a problem with Finisky making a profit on his [large] investment in CMM, and I am NOT convinced that he intends to screw all the retailers. The speculation on this board is excellent insofar as an examination of the possibilities goes. It is also almost unanimously negative. It won't affect our votes to look at what potential positives there might be to supporting this merger - though certainly some clarification from Corporate is in order. If this is such a bad idea, WHY did Campoy and Sheridan vote for it? Interested to hear your thoughts, fellow sufferers...
I would be voting yes if the offer was worth 1.80... But CMM only at 0.70 so that tells me WTG is overinflated piece of garbage. Sheridan et al voted for it probably got their palm geared somehow.
Just trying to clear up exactly what's exactly going on, feel free to point out if this doesn't make any sense.
CMM SP = 0.70 WTG SP = $3.5
The offer was 2.5:1 therefore in order for there not to be a huge arbitrage opportunity if this gets approved, the price should be 2.5:1
So CMM's share price should either be $1.40 if WTG's price stays the same, or WTG must fall greatly to $1.75 if CMM's share price stays the same. There can also be a mixture of both.
So if you have 1000 Century shares and the price remains the same (1000 shares x $0.70=$700) upon conversion you can cash out (400 shares [now converted] x $3.5 = $1400)
which will put a downward effect on WTG's share price as people sell to take advantage of this arbitrage opportunity.
But the arbitrage opportunity shouldn't exist post merger. It should tighten as this deal becomes more certain, most likely by WTG's price going down. So if WTG comes down to about the price of $1.75, its market cap will be $259 million.
I'm not 100% sure how the market caps will combine and what number should emerge but if the combined cap is about $500 million, wouldn't that be a fair number granted they can produce 120,000 ounces?
I believe $0.70 cents should be about the floor for the price atm. If we see a white knight emerge, this could definitely add some speculation into the mix and push this above $1, which I will be very happy to sell at.
What does everyone think about post merger stock price and how it might act?
Fellow CMM shareholders, We (retail shareholders) can still be the masters of our future. It's too bad that even Mr Sheridan & Campoy abandoned us. So here is what we can do (as Carib suggested a couple of days ago): (1) let's vote NO to this offer from WTG; (2) let's vote for a new BoD, which should appoint a new Management. (3) Let's become the masters of our Company. To lead our fight we should identify and appoint a co-ordinating team (I would nominate Carib, Production and Real_Economics). But above all, let's not panick and allow OUR company be stolen from us for TOILET PAPER!
The $13,500,000. walk away fee has got to come off of the table. This is an aggravation in a marketplace that is already aggravated by Mr. Major being positioned in the CMM wings for a year and the March 8 news release. You have shown that you are prepared to manipulate this company's shareholder to your own benefit.
Take the $13,500,000. walk away fee off of the table as a token of good faith and an attempt to repair your damaged images and reputations.
Someone explain how Finsky gets 13.5m out of CMM if he changes his mind on himself. He controlling both companies and puts this in to benefit himself either way.
I find it ironic that Century Mining Corp would release a NR in regards to the crusher break down in March of 2011 where in fact the break down happened in Feb 2011. The NR should have been released days after the breakdown not more than 1 month later. Something tells me they released this ridiculous NR just before the Merger info to help artificially dump CMM’s stock down in price.
Before the calculated & misleading NR, CMM’s stock was climbing high, closing near its 52-Week high. If CMM did not release this bad NR before the merger announcement, we would be looking at the very nice $1.00 or more per share price.
You can only imagine CMM share price after this merger announcement. I assume it would have been in the range of about $1.20 or so. I believe they are playing us for fools and therefore I say VOTE NO or me all lose...
I am not very happy with the current share price. And it seems that many other people agree. The volume has dried up this afternoon and I think there are a lot of small retail investors saying "this price is not enough for me to let go of my shares". So do we wait for someone to send us a proxy and vote no? Or do we somehow try to organize a response to either CMM management or to the Securities regulator? Because I think if we just sit around and wait - our shares will get exchanged for WTG at whatever price it is trading at on the day of the merger....and I don't think we will be any happier then. IMHO.
The markets are not taking this Merger Talk lightly, both CMM and WTG shares are dropping in price fast and entering negative territory. To offer CMM share holders 0.4 WTG for every 1 CMM stock is a mindless attack on our intelligence. Shame on them, we are a lot smarter than that. Offer us a fair value or it’s NO on the voting table.
35 comments:
It looks like Scola resigned on March 9th, to allow them to comply with the 25% (1 / 4) CBCA Canadian requirement.
It`s interesting how they didn`t disclose such important BoD news until over a month later.
``Century wishes to also announce that Francis Scola resigned from the Century board of directors effective March 9, 2011.``
It looks like they used other means to control the situation (i.e. bridge loans and what appears to be other threats also).
It`s also interesting how the break fee is set so high - $13.5 million. I don`t know how they arrived at it, but the inflated market cap might have been part of the calculation (I have no clue though).
I know it`s a very serious situation and certainly no laughing matter, but if I am to be honest I have to admit that I was entertained a little bit by this:
``The newly combined company will draw on the expertise from both companies to fulfill board and management responsibilities. The newly combined board will be comprised of certain of the directors of each of Century and White Tiger, with a majority of the directors being incumbent directors of White Tiger. It is anticipated that Maxim Finskiy, currently Executive Chairman of White Tiger, will be Executive Chairman of the combined company, Daniel Major, currently President and CEO of Century, will be President and CEO of the combined company and Dr. Geoffrey Cowley, currently Chief Executive Officer of White Tiger, will be Chief Operating Officer of the combined company.``
I`m not exactly clear how that is drawing resources from both companies. I see Mr Finskiy, Mr Major and Mr Cowley as all being on the same team - the Finskiy team, all embedded within many of the businesses Finskiy is involved with.
The market seems to speaking low and clear - $0.70 is not $1.80.
Let`s see if a white knight shows up. With Century`s share price trading at $.70, it seems as if Finskiy has left the door open (even with all the threats that was build into the NR), in my opinion.
PROD.05 What is happening with WTG price vs. CMM. If the offer is $.78
Can this be reduced if WTG keeps being depressed from the offer price.
Need your help on this.
Thanks in advance
Prod. 05 I think I made a calculation error. Please help clearify the offer price? Is it $1.84, and does this mean that this is the price that is offered or will the price simply be .4 of what ever the WTG price is at the close of the deal?
``It`s interesting how they didn`t disclose such important BoD news until over a month later.``
I`m sorry, that was March 9th and not Feb. 9th. Essentially he resigned last Wednesday. It allowed them to comply with the CBCA just last week.
Interesting, they didn`t have a BoD advantage for the final BoD vote, but how about all throughout the last month while all of this was being put in motion (set up), with the bridge loans, the market news releases, etc. Who is to say that if they had a balanced BoD prior to March 9th that the company wouldn`t have chosen a different financing path (for example - ie. trying to get a small (quick) equity financing insteading of the (potentially) strings attached bridge loan.
I don't think it really matters what CMM or WTG are doing in terms of shareprice. The only thing that matters is that you will get 40% of the shares you currently hold in CMM; in WTG shares. So if you hold 100K CMM you will receive 40K WTG. The current values of each of the two companies (changing rapidly) reflect what shareholders of each company think of the deal. Who knows what WTG will be *IF* a deal goes through.
I have reinstated the ability for all readers to Comment on posts. Abusive comments will be deleted.
Hi JOAR,
I believe the offer is for .4 of a WTG share, if I am not mistaken. It means we will get .4 of a WTG share. At some point, the CMM price and the WTG price will align, at a .4 to 1 price. Based on market reaction thus far, the market is unwilling to move the CMM price upwards. Thus far, it is reflecting what it views as a more realistic worth for WTG. Unless something changes, and CMM`s price doesn`t move up, WTG price will have to come down to align with the .4 to 1.
For example, if Century`s price stays at $.70 then WTG`s price will likely come down to $1.75 before the companies are combined.
With a $.70 CMM share price, it looks like the door is open for a competitive bid (if they can deal with the penalties and threats) - say maybe a $1.00 and something offer.
By the way a 13.5 million penalty is nothing if a white knight bid comes in on a 500 million cash offer!
Has someone seen the volume of WTG so far today? 3600...
Not liking this one bit. Seems like CMM is providing most of the gold and white tiger gets most of the profits. Correct me if I'm wrong but how does a company contributing 20,000 oz per year get to be holding all of the cards? White tiger 20k oz given 500m market cap, lamaque 70k oz gets 200m market cap, San Juan 25k oz gets 100 M market cap.... Someone explain how WTG is worth more than twice CMM marketcap?
What happens when/if WTG goes back to proper valuation of $1 per share?
Chickyboom
Projected fair market stock price for CMM, based on the current NI 43-101 resource disclosures, is $3.48cad. The actual closing stock price was C$0.58.
It seems as though both company stock prices are being artificially lowered? We all know CMM's stock price is greatly undervalued. It makes logical sense the fair price for our CMM shares should be within the $3.00 to $4.00 range.
Tried to get a g acct. but have no mobile phone. Thanks Carib.
Do we get to vote our shares?
Or is this going to be settled by
arbitrage .. Canacord or somebody
else picking up our shares in the market? Do they need 2/3 of outstanding shares or 9/10?
This is a new "forced" arrangement for me!
Peter
"Clearly, this is a lowball offer and CMM is worth more. I will be voting NO and I suggest if you want full value for your CMM shares you'll vote NO, too."
Currently as it stands, me and my shares are voting a big fat NO...
The offer is 0.4 WTG to 1 CMM
CMM has 470 M outstanding x 0.4 = 188 M shares WTG
Add this to the current WTG shares 122 M .. for a total of 310 M shares in the new company.
WTG has some Cash, a little gold production, and some properties so give them a value of $150 M
Century value is say $350 M ( 75 cents a share @ 470 M shares)
This gives us a total market cap of 500 M for the new company .. and 310 M shares outstanding.
This gives a rough share value of the new WTG @ $1.61.
The offer then .. IMO .. is 1.61 x 0.4 = 65 cents/share.
I would appreciate any comments on my calculation as I am just guessing here .. and any other calculations of what the new company might be worth .. and how many shares outstanding it may have ?
Do we count the warrents for example ?
For what is worth.
My 180,000 shares are on the no side as well.
We need 5% to make a difference, this is my contribution to the total.
Carib or production if one of you puts this united front together we all will follow.
Blizzy
Phillip
Hey guys,
To get a better understanding of the intentions of Finskiy, I took a look at his interests pre- and post-transaction. The numbers are approximate, so please don't jump all over me if they are off by a few percentage points.
Pre-transaction:
40% ownership of CMM
80% ownership of WTG
Post-transaction:
(0.61 * .4) + (.39 * .8) =
55.6% ownership of combined corporation
Basically, Finskiy gains 15.6% ownership of CMM but to do that, he loses a portion of his WTG ownership (which didn't cost him much... but they do have lots of cash in WTG). 15.6% of CMM at the current fully diluted market cap of $329mm is ~50mm.
~50mm is a lot of money to us, but probably not too much to the Russians.
What I'm trying to say here is that Finskiy made this bid knowing full well that he's not going to massively benefit from this transaction. There is a possibility that he's doing this to put CMM in play and is willing to sell out to a competing bidder at the right price (~$1.30/share in cash). In that scenario, he books a $100mm+ gain right away, and he could spend that cash elsewhere to develop WTG.
Conclusion: this bid may be very encouraging for a white knight to come in.
One day at a time folks.....
I am glad they put the old ice pic away....my knee caps are still killing me.
Cheers
Stormy
400k shares here voting NO!
Chickyboom
400K * 3 vOTES yES
Up to now, what I see is a great deal of negative supposition, with the single exception of Glorieux' post the other day.
We have spent part of the last several months debating the benefits of changing the company's name in order to lose the baggage. There is little question that CMM has been consistently hamstrung in terms of cash, and therfore unable to concentrate on anything other than getting Lamaque up to production.
Finisky has bankrolled the company for the last year, which has made certain of such progress as we have made.
WTG is a bit opaque, I agree. That being said, I am disinclined to reject this offer outright as of now. If Prokhorov, Finisky and company are truly serious about building a decent producer, they are certainly in posession of the cash and the operating team (McNutt excluded here) to do so. I don' have a problem with Finisky making a profit on his [large] investment in CMM, and I am NOT convinced that he intends to screw all the retailers.
The speculation on this board is excellent insofar as an examination of the possibilities goes. It is also almost unanimously negative. It won't affect our votes to look at what potential positives there might be to supporting this merger - though certainly some clarification from Corporate is in order.
If this is such a bad idea, WHY did Campoy and Sheridan vote for it?
Interested to hear your thoughts, fellow sufferers...
I would be voting yes if the offer was worth 1.80... But CMM only at 0.70 so that tells me WTG is overinflated piece of garbage. Sheridan et al voted for it probably got their palm geared somehow.
CB
Just trying to clear up exactly what's exactly going on, feel free to point out if this doesn't make any sense.
CMM SP = 0.70
WTG SP = $3.5
The offer was 2.5:1 therefore in order for there not to be a huge arbitrage opportunity if this gets approved, the price should be 2.5:1
So CMM's share price should either be $1.40 if WTG's price stays the same, or WTG must fall greatly to $1.75 if CMM's share price stays the same. There can also be a mixture of both.
So if you have 1000 Century shares and the price remains the same (1000 shares x $0.70=$700) upon conversion you can cash out (400 shares [now converted] x $3.5 = $1400)
which will put a downward effect on WTG's share price as people sell to take advantage of this arbitrage opportunity.
But the arbitrage opportunity shouldn't exist post merger. It should tighten as this deal becomes more certain, most likely by WTG's price going down. So if WTG comes down to about the price of $1.75, its market cap will be $259 million.
I'm not 100% sure how the market caps will combine and what number should emerge but if the combined cap is about $500 million, wouldn't that be a fair number granted they can produce 120,000 ounces?
I believe $0.70 cents should be about the floor for the price atm. If we see a white knight emerge, this could definitely add some speculation into the mix and push this above $1, which I will be very happy to sell at.
What does everyone think about post merger stock price and how it might act?
Fellow CMM shareholders,
We (retail shareholders) can still be the masters of our future. It's too bad that even Mr Sheridan & Campoy abandoned us. So here is what we can do (as Carib suggested a couple of days ago): (1) let's vote NO to this offer from WTG;
(2) let's vote for a new BoD, which should appoint a new Management. (3) Let's become the masters of our Company. To lead our fight we should identify and appoint a co-ordinating team (I would nominate Carib, Production and Real_Economics). But above all, let's not panick and allow OUR company be stolen from us for TOILET PAPER!
Messrs. Major, Scola and Finskiy.
The $13,500,000. walk away fee has got to come off of the table. This is an aggravation in a marketplace that is already aggravated by Mr. Major being positioned in the CMM wings for a year and the March 8 news release. You have shown that you are prepared to manipulate this company's shareholder to your own benefit.
Take the $13,500,000. walk away fee off of the table as a token of good faith and an attempt to repair your damaged images and reputations.
You have lost my trust.
Fredericton
Early days in this.
How many shares must vote NO to block acceptance?
If the NO's prevail, what then?
If no's prevail, then F&s have to pull the offer and remain as they were or come with a more compelling offer for us.
BWDIK
Peter
probably > 450 K record date
Someone explain how Finsky gets 13.5m out of CMM if he changes his mind on himself. He controlling both companies and puts this in to benefit himself either way.
CB
Why not sell....were broke?
I find it ironic that Century Mining Corp would release a NR in regards to the crusher break down in March of 2011 where in fact the break down happened in Feb 2011. The NR should have been released days after the breakdown not more than 1 month later.
Something tells me they released this ridiculous NR just before the Merger info to help artificially dump CMM’s stock down in price.
Before the calculated & misleading NR, CMM’s stock was climbing high, closing near its 52-Week high. If CMM did not release this bad NR before the merger announcement, we would be looking at the very nice $1.00 or more per share price.
You can only imagine CMM share price after this merger announcement. I assume it would have been in the range of about $1.20 or so. I believe they are playing us for fools and therefore I say VOTE NO or me all lose...
I am not very happy with the current share price. And it seems that many other people agree. The volume has dried up this afternoon and I think there are a lot of small retail investors saying "this price is not enough for me to let go of my shares". So do we wait for someone to send us a proxy and vote no? Or do we somehow try to organize a response to either CMM management or to the Securities regulator? Because I think if we just sit around and wait - our shares will get exchanged for WTG at whatever price it is trading at on the day of the merger....and I don't think we will be any happier then. IMHO.
The markets are not taking this Merger Talk lightly, both CMM and WTG shares are dropping in price fast and entering negative territory. To offer CMM share holders 0.4 WTG for every 1 CMM stock is a mindless attack on our intelligence. Shame on them, we are a lot smarter than that. Offer us a fair value or it’s NO on the voting table.
Not quite on topic, but worth your time IMO --
http://www.deepcapture.com/truman-show-moments-and-doublethink-on-the-orwellian-road-to-deep-capture/
Speaks for itself.
Hang in there Boys, Vote No to this bad offer.
Dear Peggy: are any of these "anon" postings you?
I'd love to be a fly on the wall in Peggy's office as her and Ross sit down for a morning coffee...
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