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Thats a big filing but did a quick search, it meantioned something about payment within 60 days. Here is the Payment Procedures below..
Payment Procedures
Effective automatically upon completion of the merger, you will have the right to receive the per share merger consideration in cash, without interest and less any applicable withholding tax. We and Lineage selected Union Bank of California, NA to act as paying agent under the merger agreement. Prior to the effective time of the merger, Birdie will enter into an agreement with the paying agent in a form reasonably acceptable to us. Immediately after the effective time of the merger, Birdie will make available (or Lineage will cause the surviving corporation of the merger to make available) to the paying agent cash in an amount sufficient to enable the paying agent to pay the aggregate merger consideration to the holders of shares of our common stock.
Promptly after the effective time of the merger, the paying agent will mail to each record holder of shares, immediately prior to the effective time of the merger, a letter of transmittal and instructions for use in surrendering certificates (for certificated shares) or shares you may hold represented by book entry in exchange for the merger consideration. No stockholder should surrender any certificates until the stockholder receives the letter of transmittal and other materials for such surrender. Upon surrender of a stock certificate (for certificated shares) for cancellation to the paying agent, together with a letter of transmittal, duly completed and executed in accordance with the instructions, and such other customary documents as the paying agent may require, or upon surrender of book entry shares, the holder of such shares will be entitled to receive the merger consideration into which the number of such shares will have been converted pursuant to the merger agreement, without any interest thereon. The surrendered certificates or book entry shares will be cancelled.
If payment of the merger consideration is to be made to a person other than the person in whose name a surrendered certificate or instrument is registered, it will be a condition to such payment that the certificate or instrument so surrendered will be properly endorsed or will be otherwise in proper form for transfer and that the person requesting such payment will have paid all taxes required by reason of such payment in a name other than that of the registered holder of the certificate or instrument surrendered or will have established to the satisfaction of the Lineage that such tax is not payable.
In the event any certificates representing shares of our common stock have been lost, stolen or destroyed, the paying agent will issue the merger consideration to such stockholder upon the making of an affidavit of that fact by the holder thereof. However, the surviving corporation of the merger may, in its discretion, require such stockholder to deliver a bond in a reasonable amount as it may direct as indemnity against any claim that may be made against the surviving corporation of the merger with respect to the certificates alleged to have been lost, stolen or destroyed.
You should not send your certificates now, and should send them only pursuant to instructions set forth in the letter of transmittal to be mailed to stockholders promptly after the effective time of the merger. In all cases, the merger consideration will be provided only in accordance with the procedures set forth in this proxy statement, the merger agreement and such letters of transmittal.
Twelve months after the effective time of the merger, the paying agent will deliver to the surviving corporation of the merger, upon demand, any funds made available to the paying agent which have not been disbursed to holders of our common stock. Any holders of our common stock who have not
complied with the above-described procedures to receive payment of the merger consideration during such period may thereafter look only to the surviving corporation of the merger for payment of the merger consideration to which they are entitled. We, Lineage, Birdie and the paying agent will not be liable to any holder of shares of our common stock for any amounts paid to a public official pursuant to applicable state, federal or other abandoned property, escheat or similar law. Any amounts remaining unclaimed by holders of shares of our common stock five years after the effective time of the merger, or such earlier date immediately prior to such time when the amounts would otherwise escheat to or become property of any governmental authority, will become, to the extent permitted by applicable law, the property of the surviving corporation of the merger, free and clear of any claims or interests of any person previously entitled thereto.
Did something stupid- help with acquisition shares-
Bought a small position in a company that was being acquired. CHRK was being swallowed for $3.20 a share, I bought at just under $3.00. Pretty small position, figured it was a low-risk mover for 5% or 6%. Merger closed last week, after being approved, and apparently the stock was de-listed, payable to all shareholders at $3.20. Sounds good on the surface, but now I'm illiquid with the money, can't do anything with until its paid, and I haveno idea how long that may be, or how it will be paid. Ameritrade couldn't tell me today, either. Plus, there could be withholding taxes it looks like
Anyone had any experience with this? They just filed a 25-NSE, and I tracked down a copy of the proxy statement here through ihub-
http://ih.advfn.com/p.php?pid=nmona&cb=1227586201&article=28939709&symbol=N%5ECHRK
Thank you for the information.
After an NT filing they have five days on a quarterly filing to come up to date - if they don't file within the five days they get the "e" and then they have 30 calender days (I think it may be 60 for foreign) - if they don't file by then they go pink. That's the way I understand it.
Can someone clear something up for me on late 10-Q. Grace end.
INFe- Human Resources, Inc. Delinquent (08/31/2008 10Q) 11/20/2008
IFHRE.
After grace period, it says removed 2 days later....does it go straight to pinks ?
thanks.
Don't know how valid this answer is but:
http://tradewithoutemotion.com/what_is_a_mirror_trade__good_or_bad_
What is a Mirror Trade: Good or Bad?
For the most part, mirror trades are great. It means that market makers (MM) are doing their intended job of matching retail trades. For example, MMs will buy shares from one holder at .0091 and sell those same shares to another holder at example .0095, and then, the MMs pocket the .0004 difference, which represents their fee for handling the transaction.
To look at it from a traders perspective, mirror trades confirm that:
1) MMs are relatively short on inventory, because they need to buy on the open market shares in order to fulfill buy orders; and
2) no new shares are being dumped to replenish the MMs inventory through CDs or Company dilution.
The bad, MMs could be using mirror trading to walk the pick down, also. But this has not been my experience.
In conclusion, mirror trades can mean that the float is really tightening up as it is being bought by investors as opposed to being bought by day traders and swing traders., and it confirms the company is not diluting.
What does it mean when you see a lot of "mirror trades" on a OTCBB stock? Why do the MM mirror a trade?
thank you very much...best to you.
rook
I have heard that too about a symbol change, but I can tell you from past experience in a stock that was supposed to be shorted and did a symbol change and nothing happened after the change. lol
thank you. i've heard that a dividend, or a symbol change would cause the covering..but if the shares were somehow bogus..do you know who would actually have to pay?
Well, I am not an expert on shorting but one thing that can cause a massive short coverage is when the company issues a dividend. This is because the shorter has to pay the dividend along with the borrowed shares.
Greetings cintrix...
i have a question about short squeeze and naked shorts. I perused your other board's ibox first. If a company gets hit with bogus shares/air shares/naked shorts and they take steps to address, then...What actually trigger a short covering and who has to cover? Thanks, as always.
No, I don't think they are required to pr it. I have seen many pinks appear on that otc list the day before - surprise, surprise - with no warning.
Hi cintrix
thanks for posting that link
I don't believe they're required to PR it though are they? I've seen a few that never did a PR and the investors didn't find out til someone posted the filing.
We're getting a lot of trick or treaters this year so up and down the stairs I've been going for the last hour lol
Have a good night
If they are pink sometimes you find out the day before from the otc daily list and we post all rs here:
http://investorshub.advfn.com/boards/board.aspx?board_id=3017
If they are reporting company they need to file it in a Pre14 first.
Hi Tina Marie, I'm trying to find out if a company has to notify investors by filing or pr of an impending reverse split and how many days? Any ideas?
TIA:)
Personally, I think that tool is useless. They are just assuming that those on the bid are sells and those on the ask are buys - I have seen my buys come up on that thing as a sell - I don't know why the heck anyone would even use that as a useful instrument, but to answer your question, here is the explanation:
The 'Buy', 'Sell' and '?' columns - Where the 'Price' is closest to the 'Offer' price, the trade is considered a 'Buy'. Where it is closest to the 'Bid' price, the trade is considered to be a 'Sell'. Where it is dead centre between 'Bid' and 'Offer', it appears in the '?' column; this indicates that the trade cannot be identified as either a 'Buy' or a 'Sell'.
On the I-Hub Chart/Quote page where it shows the trades for the day, there is a column for buy volume, one for sold volume and one for ? volume.
What is considered ? volume and why would we have volume that would not be a buy or a sell?
A man must believe in himself and his judgement if he expects to make a living at this game. Jesse Livermore
rotf - I haven't a clue - sounds Greek to me!
Cash cost per pound : could anyone give a decent description of the meaning? For example, if the cash cost per pound of zinc can be positive or negative, how does this weigh with respect to the market value of zinc per pound, or do they not have a correlation? If the cash cost per pound is 32 cents, does this mean that mining the zinc is profitable if the price of zinc is higher than 32 cents?
Thanks!
They don't always represent everyone's offer.
my bid was 1.00 all day still shows .90
I see .90 x 2.00 DOMS X HILL at it isn't current - quoted as "previous day"
I don't see a bid either. There was a SEC investigation so possibly halted?
Penn Traffic Settles with SEC
Sep 30, 2008 1:20:00 PM
Copyright Business Wire 2008
View Additional ProfilesSYRACUSE, N.Y.--(BUSINESS WIRE)--
The Penn Traffic Company ("Pink Sheets": PTFC) announced today that it has reached a settlement with the Securities and Exchange Commission, bringing to a conclusion the SEC's investigation into the company's accounting practices and policies prior to the company's emergence from bankruptcy in April 2005. The investigation had focused on practices and policies relating to promotional allowances at the company from fiscal 2001 through fiscal 2003, as well as those of its wholly owned Penny Curtiss bakery subsidiary from fiscal 2000 through the first quarter of fiscal 2003.
Without admitting or denying the allegations in the SEC's complaint, Penn Traffic agreed to settle the charges by consenting to a permanent injunction against any future violations of the federal securities laws. The SEC imposed no fines or monetary penalties on Penn Traffic.
As part of the settlement, Penn Traffic will hire an independent examiner who will provide annual reports to the SEC, the U.S. Attorney for the Northern District of New York and the company's board on, among other things, the company's promotional-allowance internal controls and financial reporting. The examiner is expected to be retained within 30 days and will serve for three years.
Promotional allowances are price reductions commonly offered by vendors to retailers for promotional marketing such as in-store product displays or co-operative advertising.
"The company has worked hard to address a number of legacy issues so Penn Traffic's resources and attention can be fully dedicated to our customers, our stores and our operations," said Senior Vice President and General Counsel Daniel J. Mahoney. "One of the legacy issues facing the company was this SEC investigation, so the settlement is another important step in the right direction."
Other settlement terms included Penn Traffic's consent to reform its internal controls and policies and procedures related to promotional allowances, as well as implementation of a telephone hotline for associates and vendors to anonymously notify the company of misconduct related to promotional allowances. As a practical matter, Penn Traffic had already implemented many of these and other reforms, including the updating of its promotional allowance policy and extensive company-wide compliance training, following the completion of an internal promotional-allowance investigation by the audit committee of the company's board of directors in 2006.
Penn Traffic closed the Penny Curtiss bakery in January 2008 as part of its ongoing strategy for improving long-term financial performance and focusing resources on retail stores. The closure was unrelated to the SEC investigation.
As previously disclosed, the company is also under investigation by the U.S. Attorney's Office for the Northern District of New York, concerning the matters that were the subject of the SEC's investigation. The company is fully cooperating with this investigation, which remains ongoing. The company cannot predict or determine the timing or final outcome of the investigation or the effect that any adverse findings in the investigation may have on it.
About Penn Traffic
The Penn Traffic Company, headquartered in Syracuse, N.Y., operates or supplies more than 210 supermarkets in Upstate New York, Pennsylvania, Vermont and New Hampshire. Penn Traffic's retail food business includes corporate-owned stores with the P&C, Quality and BiLo banners, and its wholesale food distribution business supplies independently operated supermarkets and other wholesale accounts. More information on the company may be found at www.penntraffic.com.
Forward Looking Statements
This press release contains forward-looking statements, as defined in the Private Securities Litigation Reform Act of 1995, as amended, reflecting management's current analysis and expectations, based on what management believes to be reasonable assumptions. These forward-looking statements include statements relating to our anticipated financial performance and business prospects. Statements preceded by, followed by or that include words such as "believe," "anticipate," "estimate," "expect," "could," and other similar expressions are to be considered such forward-looking statements. Forward-looking statements may involve known and unknown risks, uncertainties and other factors, which may cause the actual results to differ materially from those projected, stated or implied, depending on such factors as: the ability of the company to improve its operating performance and effectuate its business plans; the ability of the company to operate pursuant to the terms of its credit facilities and to comply with the terms of its lending agreements or to amend or modify the terms of such agreements as may be needed from time to time; the ability of the company to generate cash; the ability of the company to attract and maintain adequate capital; the ability of the company to refinance; increases in prevailing interest rates; the ability of the company to obtain trade credit, and shipments and terms with vendors and service providers for current orders; the ability of the company to maintain contracts that are critical to its operations; potential adverse developments with respect to the company's liquidity or results of operations; general economic and business conditions; competition, including increased capital investment and promotional activity by the company's competitors; availability, location and terms of sites for store development; the successful implementation of the company's capital expenditure program; labor relations; labor and employee benefit costs including increases in health care and pension costs and the level of contributions to the company sponsored pension plans; the result of the pursuit of strategic alternatives; economic and competitive uncertainties; the ability of the company to pursue strategic alternatives; economic and competitive uncertainties; changes in strategies; changes in generally accepted accounting principles; adverse changes in economic and political climates around the world, including terrorist activities and international hostilities; and the outcome of pending, or the commencement of any new, legal proceedings against, or governmental investigations of the company, including the previously announced U.S. Attorney's Office investigations. The company cautions that the foregoing list of important factors is not exhaustive. Accordingly, there can be no assurance that the company will meet future results, performance or achievements expressed or implied by such forward-looking statements. This paragraph is included to provide safe harbor for forward-looking statements, which are not generally required to be publicly revised as circumstances change, and which the company does not intend to update.
Source: The Penn Traffic Company
----------------------------------------------
For Penn Traffic:
Investors and business/financial media:
Travers
Collins & Company Investor Relations
Jeffrey Schoenborn
716-842-2222
jschoenborn@traverscollins.com
or
Trade and local media:
Eric Mower and Associates
Chuck Beeler
315-233-3000
cbeeler@mower.com
Is it a triple zero sub penny stock? Many times there is no bid on those while you can just see the ask at like .0001 or .0002. Also, another case would be a grey sheet stock - but you wouldn't be able to see the bid or ask on one of those.
Question.
Why would a bid not show? I placed a bid on a stock that shows no bids at around 10am. It never showed???
Well the only reason I got the courage to even play around in them is the fact that now there's a history feature that allows you to go back to any saved point of time! So if you mess, you can always go back to the past :)
Fear no more lol
can't wait to see what you add next Mr Bull
No, firefox wont let me, something about a security setting but I just tried it in internet explore and it works. Your right, much easier that way. gonna be getting my drop and drag on today lol thanks for the tip!
Well you learned fast and did a wonderful job!
Did you drag and paste the images? I think that's so much easier than dealing with codes.
Thanks, I'm learning as I go along.. ibox was overdue for a change..
Looks nice
I see you figured out the new iboxes.
I like them now much better than the older ones.
ibox being updated, more to come....
As always, I appreciate you sharing your knowledge. Thanks
I can't see why they wouldn't. If they were short, then they're still short and will eventually have to cover..
IRISHBULL, Does the short interest count since symbol change and going to pinkie land? Do the shorts still have to cover? If so, I think it will be fun next week
LEH
Short Interest (Shares Short) 108,014,600
Days To Cover (Short Interest Ratio) 0.5
Short Percent of Float %
Short Interest - Prior 76,855,700
Short % Increase / Decrease 40.54 %
Short Squeeze Ranking™
Can you help me with this statement made on another board. I am not sure if this means they stock will go up to the "put" level or if it is related to shortin a stock. Does this mean it is a 14x bagger if you buy or if you short. I am not really interested in this stock, just want to understand the language.
Thanks.
http://investorshub.advfn.com/boards/read_msg.aspx?message_id=32367402
Also, in looking at charts for FNM and FRE, they look like they still have life in them. Aftermarket has jumped and I am thinking of taking a position in the morning after the open. Do you think the chart still looks like it has some upward momentum left?
I don't know if it is a rule, but I have heard it mentioned many times in the past. But not in terms of a ceo buying back shares - in terms of a company repurchase.
Im not aware of this rule with OTCBB and Pinks..
I don't know about a ceo buying shares, but when a company buys back shares in a company they have to buy on the bid if I am not mistaken, no?
Thanks Irish..I appreciate the answer. I was looking for it on the SEC website, reading the Exch act of 1934 "book" and soon I'll read the '33'Exch acts.. but asking is much easier.. LOL
Thanks again! :)
Superbee, there are no rules that I know of as to what PPS the CEO sets to buy back a stock. They could set a buy at the bid or just buy at the ask. I'm also not aware of any rules as to how much a CEO can buy in a day, the same with how much they can sell in a day.
One has to ask themselves why any penny stock CEO would buy shares back in the open market when non are in the black and use stock as a means of capital.
Hi
Can someone refresh my memory please?
When a CEO is doing a buy-back, does he buy on the bid? I was thinking that was the rule, so it doesn't look like he's manipulating the price.
I'm an asst Mod on a board that's discussing it, and I don't have my darn ser7 book here! Also, is there a maximum amount that he can buy per day?
Thanks!
Bee~~
Thanks Tina, I appreciate it!
Yep, similar situations where the banking industries seemed to be controlled by greed and like now, an absence of risk control. That's the part that I can't believe. How the heck they gave out so many of these high risk loans without taking the risk factor into consideration is beyond me.
Exactly trix, and why not re-enact Glass Steagall? It's all part and parcel of the accumulated deregulation bag that has been acquired over several administrations, and it's all coming home to roost.
What about the "uptick rule"? Do they plan on bringing it back? Why the heck did they ever do away with it in the first place? I don't really understand that.
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