in case the deal can't be closed again on nov. 26, what will happen? game over, or more extension?
3 replies (most recent on top)
https://www.sec.gov/Archives/edgar/data/1124610/000114036122035833/ny20005454x1_defm14a.htm
Read starting on page 118 at the bottom.
Control F for "extensions" - or whatever else you think might be relevant.
I am not a lawyer, but I have read my fair share of legalese; the way I read this?
The 'outside date' is Nov 26th and cannot be moved as there is no extension clause on the 'outside date'. If the date comes and passes, and the first of the holding company stock transfers does not happen by Nov 26th 11:59PM New York time then the agreement is terminated. Let the arguments begin over who owes who expenses and the $1.5B termination fee. I am sure there will be negotiations between folks with law degrees on that front. (Regulatory approval is ultimately an AVGO responsibility, also spelled out in the agreement)
Change the date (Nov 26th)? Sure, you absolutely can, in a new agreement that would then have to be approved by a shareholder vote; just like THIS agreement was originally. That took from roughly May to the following February (26th) to take place for this agreement............
Bottom line: The agreement filed with the SEC is the current framework of the deal and it HAS a naturally occurring termination date whereby certain actions have to take place or termination is triggered.
Follow the money.............
Oct 30th is the date we got heads up there is trouble while Nov 26th will be the date we know it’s a dead deal
As I understand it, (I am not a lawyer) the original agreement allowed three extensions. The final one (the deal has already been extended all three times) ends on Nov 26. So if it doesn’t close by then, the whole thing would have to be renegotiated from scratch. As far as Oct 30, that was just a convenient date as BCs fiscal year starts today. Which made the accounting easier by some minor amount.