Fortune Industries, Inc. (fka FDVF)

[cintrix]

on March 26, 2012 or (ii) on the effective date of the merger

OR?

[dav1234]

This Statement relates to the transactions contemplated by the Agreement and Plan of Merger, dated as of March 26, 2012, as amended on May 16, 2012, (the “Merger Agreement”), by and among the Company, Parent, Merger Sub and the Rollover Shareholders. Concurrently with the filing of this Statement, the Company is filing with the Commission a preliminary Proxy Statement (the “Preliminary Proxy Statement”) on Schedule 14A pursuant to Section 14(a) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), relating to a special meeting of the shareholders of the Company at which the shareholders of the Company will consider and vote upon a proposal to adopt the Merger Agreement and approve the merger contemplated thereby. The adoption of the Merger Agreement is subject to the satisfaction or waiver of the conditions set forth in the Merger Agreement, including the adoption of the Merger Agreement and approval of the merger by the affirmative vote of the holders of a majority of the shares of Common Stock outstanding as of the close of business on the record date for the special meeting. If the merger is consummated, Merger Sub will merge with and into the Company, Company will continue as the surviving corporation and Parent will own a majority of the issued and outstanding common stock of Company. Upon the completion of the merger, each outstanding share of Common Stock owned by beneficial or record holders of less than 501 Shares on March 26, 2012 and who continue to own those shares of Common Stock on the effective date of the Merger (the “Small Block Holders”) will be converted into the right to receive $0.61 in cash, without interest and less any applicable withholding taxes. Upon the completion of the merger, each outstanding share of Common Stock owned by beneficial or record holders of 501 or more Shares: (i) on March 26, 2012 or (ii) on the effective date of the merger (the “Large Block Holders”) will continue to own the Common Stock of the Company which they currently own, which will be deemed to be shares of the surviving corporation’s common stock. The Rollover Shareholders have agreed to contribute, immediately prior to the completion of the merger, in the aggregate, 7,424,687 shares of Company common stock to Parent in exchange for shares of Parent common stock


so what happens to commons if u hold less than 501 but were not a record holder on march 28th? its not spelled out..not to mention that the record date caveat was not made clear until much later than the news on 3-26-12

[today32]

Buying shares today will NOT qualify you to get the $.61/share cashout, you will get new shares instead. In order to qualify, you must have owned the shares on or before March 26th and hold the shares until the date that the merger becomes effective.

Here is the info directly from page 10 the filing:

Q. What will I receive in the Merger?

A. If you own, of record or beneficially, fewer than 501 shares of Company Common Stock on March 26, 2012 and on the effective date of the Merger (“Small Block Holder”), for each share of Company Common Stock owned, Shareholders will receive $0.61 in cash, without interest less any applicable withholding taxes. If you are not a Small Block Holder you will continue to own your shares of Company Common Stock which you owned prior to the Merger.

http://www.sec.gov/Archives/edgar/data/851249/000114420412031177/v314137_pre14a.htm

[Penny Roger$]

Post any buy out news you may have here imo.

[PennyStockInvestor]

Will this buyout of FFI mean that I will receive .61 cents per share or new stock even if I buy the stock today at only .17 cents per share?

[PennyStockInvestor]

Does this buyout of FFI mean that I will receive .61 cents per share or new stock if I buy the stock today at only .17 cents per share? Can someone on here explain what the deal is with FFI.

[giddyupgo]

TNX

[giddyupgo]

TNX

[paulbk]

It didn't seem like a great deal for shareholders to me but I'm not in this thing so I hate to opine too much.
The market seems to have formed an opinion as it went down another 10 cents since I posted my query here and has gone down .30 overall since the buy out announcement. Good luck.

[giddyupgo]

What do you think of the buy-out?

[paulbk]

Doesn't seem like it is down over a fundamental issue. Is the buy out controversy causing the tank? Just starting to look at this and I was curious,thanks

[Penny Roger$]

~ Monday! $FFI ~ Earnings posted, pending or coming soon! In Charts and Links Below!

~ $FFI ~ Earnings expected on Monday *
Want more like this? Search Keyword: MACMONEY >>> http://tinyurl.com/MACMONEY <<<
One or more of many earnings sites has alerted this security has or will be posting earnings on or around the day of this message.








http://stockcharts.com/h-sc/ui?s=FFI&p=D&b=3&g=0&id=p88783918276&a=237480049




http://stockcharts.com/h-sc/ui?s=FFI&p=W&b=3&g=0&id=p54550695994



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<<<<<< http://www.earningswhispers.com/stocks.asp?symbol=FFI >>>>>>



http://investorshub.advfn.com/boards/post_prvt.aspx?user=251916

*If the earnings date is in error please ignore error. I do my best.

[stockkid101]

FFI .80 break this week or next....you guys sleeping or what???

[stockkid101]

Updated some Ibox information today...if anyone would like to be added as an assistant or finds a link they would like to share with everyone, let me know!

[stockkid101]

FFI bounce from .61 to .73 right now on a terrible market day....this about sums it up: WOW!

[stockkid101]

HUGE report, 850 more worksite employees+.02 eps for quarter

[Stockexpertpro]

FFI Goes up on 100s of thousands of shares to the buy side MM drops it back down on less then 20k Shares

Creating a buying opt here folks dirt cheap shares just got a little cheaper :)

FFI 8 Million Dollar market cap

7.8 Million in Cash

Over 60 Million Dollars+ in revenues and thats growing

Consistantly profitable company

Cash flow positive

CEO very upbeat going forward earnings next week

[Stockexpertpro]

FFI FREE COMPANY!!! TAKE IT!!! MARKET CAP IS UNDER WHAT THE COMPANY HAS SITTING IN CASH!!! LOOK AT THE BALANCE SHEET AND COMPARE TO THE MARKET CAP YOUR GETTING A FREE COMPANY HERE FOLKS POUNDING THE TABLE HERE

60 Million+ In revenues and thats growing folks

Consistently profitable company

Cash Flow positive

CEO is upbeat about the outlook going forward

On Feb 14th of this year Fortune Industries will be posting thier Quarterly report. I'm willing to bet they are still profitable. Here is a quote from CEO Tena Mayberry, President and CEO of the company. “We have consistently performed over the past two years in this challenging economy, generating a profit 8 out of the past 9 reporting periods. We continue to add worksite employees, which creates additional administrative fees and increased gross revenue. Additionally, our management team has succeeded in cutting expenses, while adding these worksite employees and maintaining our exceptional service level. We look forward to continuing to grow our worksite employee count at the beginning of the new calendar year, which will help drive revenue and shareholder income.”

I dont care how you look at it you back the CASH out along and this is like getting a free company at the current market cap and its one hell of a company!!

This is a very strong buy and a STEAL at the current market cap

this one has got multi bagger potential

like i said FFI FREE COMPANY TAKE IT!! DD ON THE TABLE

[Rustler]

No question!

[stockkid101]

FFI $1.00s sooner than later imho

[Rustler]

FFI is flying high now!!!

[Rustler]

DAYMN!!! This one's launching of late!!! :o

[stockkid101]

Nice, takes forever+a day to buyback on dips, only a matter of time before .60 shares become ancient history

[jealouZ]

http://investorshub.advfn.com/boards/read_msg.aspx?message_id=58885871

[jealouZ]

I'm in.

[Blind Date]

Im in at .61...sit and wait now :)

[stockkid101]

agree, heavy accumulation supporting move too

[Blind Date]

Im buying Tuesday morning....this breaks .64 cents and it has a good chance to run to $1.28 - recently had a Golden cross...good sign of things to come.

FFI - Daily Candlesticks


FFI - Weekly Candlesticks

[stockkid101]

This .62 break looking juicy, post if you're in this guys.....if im really the only one then i KNOW it has to go higher as it slowly gets noticed....Patience pay$$$

[stockkid101]

I'm first poster WEEEEEEEEEEEEEEEEE.....$2 minimum in 2011, loading and holding this one for a long time, not a daytrade or even a swing, but an actual investment!