Tuesday, August 15, 2017 4:42:28 PM
You are welcome!
============================
OhManIDied:
20% or less dilution to zimmer OS = no voting from them.
============================
Stealthyways:
Good post! "7 words, a comma & a few dots" says it all! Cooler heads prevail!
=============================
Buying all amda shares (fully diluted) or buying all amda assets (most valuable = Intellectual Properties, esp. the 2nd gen Si3N4 worldwide patent)?
Doesn't matter which option they use from the above statement, they have to find ways to pay for the acquisition:
1. Cash tender = maybe zimmer doen't have enough cash on hand to pay premium for amda (cash tender off = NO defer captial gain to amda SH); no preserve of NOLs benefits
a. How to get cash? Banks? Loans (leveraged BO)? <<< expose their intention to buy amda!
b. Public offering $X amount = instantly sell-off effect on ZBH pps! ? <<< expose their intention to buy amda again...direct dilution of $X amount worth of shares
c. Private placement (unregistered shares selling) ...who gonna buy? how to find buyers? <<< expose their intention to buy amda again.
OR
2. Share exchange? (based on swapping ratio & R/S) F i know why r/s involved!!! Sonny Team, the tax team & MA team know better all of us (how to structure the merger to take full advantage on taxes = NOLs, Defer Capital gain, etc)
a. Benefits AMDA SH (defer capital gain)
b. (less sell-off pressure on zbh pps) not everyone will sell zbh share instantly after share exchange...they want tax advantage...short (40% max) vs long (20% max) federal capital gain tax payment.
c. "Could" be NOLs from amda can help to offset some amount on their balance sheet later = help on their EPS! I am not a TAX expert...this is my guess.
d. Being "STEALTHY"...don't have to let the whole world know about their intention to merge w/ amda until the last minute! means no hostile bid pops up to f the deal up.... as long as law permits, even if Hercules off the hook = no disclosure requirement.
Being stealthy = under the radar = hiding the true motive = deter hostile bidders! They don't want anyone to F the deal up! NO ER = NO # = NO valuation = NO BID!
The guy Zim is THE ONLY ONES can see under Amanda'skirt so far! What a lucky dude!
https://investorshub.advfn.com/boards/read_msg.aspx?message_id=133458974
e. They want amda investors to further invest in Si3N4 tech after merger...which make senses...some will for sure!
============================================================================
As with many buyouts the stock offered will be valued at a premium in order to entice the target company’s shareholders, officers, management and directors to go through with the deal. Yet in stock exchanges, the price could end up being substantially higher than a leveraged buyout or cash deal.
http://decarlaw.com/2014/10/the-advantages-and-disadvantages-of-stock-deals-versus-cash-deals/
*** A super biomaterial Si3N4 tech transfer from 30-employee little nano cap company w/ limited of resources to a big cap 15000-employee company w/ vast resources = tons of future revenue pull in, hence paying premium for the tech ***
==========================================================================
If you are a REAL bull, please help to dig in this search, you will see many real life examples of past merger cases & how real investors reporting their taxes on gain/loss in share swapping merger scenario.
https://www.google.com/search?q=stock+exchange+merger+tax+reporting+intuit&oq=stock+exchange+merger+tax+reporting+intuit&gs_l=psy-ab.12..33i160k1.108071.108071.0.109926.1.1.0.0.0.0.146.146.0j1.1.0....0...1.1.64.psy-ab..0.1.145.c7W_iei44LA
Looking into many examples from these past merger cases. We might find 1 similar to this speculative merger of A & Z.
======================================================================================
Using bird's-eye view, ones will clearly see the REAL bull vs. bear
When you watch movies, as the progress of the movies play out...near the end...you will see clearly the good guys & the bad guys all surface out! All stripes will show!
Pressuring AMDA management is helping the bears.
REAL bulls should help to pressure the bears not Sonny & his team!
Voting YES on R/S to help Sonny & Team to wrap up the speculative merger is to pressure the bears.
As a REAL bull, everyone should know what to do! Please do you part, VOTE YES on everything ... let Sonny & his team take care the rest!
All bulls should stay calm, get your popcorn out ready & watch how Sonny & his Team unfold the last card of this long poker game!
Recent SINT News
- SINTX Technologies to Explore Strategic Opportunities • GlobeNewswire Inc. • 06/18/2024 01:00:00 PM
- Form 8-K - Current report • Edgar (US Regulatory) • 06/12/2024 01:05:12 PM
- SINTX Technologies Regains Compliance with Nasdaq Bid Price Requirement • GlobeNewswire Inc. • 06/12/2024 01:00:00 PM
- SINTX Technologies Receives Additional SBIR Contract for 3D Printing Technology • GlobeNewswire Inc. • 06/06/2024 01:00:00 PM
- SINTX TECHNOLOGIES SIGNS AGREEMENT TO ENTER KOREAN TECHNICAL CERAMICS SECTOR • GlobeNewswire Inc. • 05/29/2024 01:00:00 PM
- Form 8-K - Current report • Edgar (US Regulatory) • 05/23/2024 01:10:13 PM
- SINTX TECHNOLOGIES ANNOUNCES REVERSE STOCK SPLIT EFFECTIVE MAY 28, 2024 • GlobeNewswire Inc. • 05/23/2024 01:00:00 PM
- Form 8-K - Current report • Edgar (US Regulatory) • 05/15/2024 01:00:29 PM
- Form 10-Q - Quarterly report [Sections 13 or 15(d)] • Edgar (US Regulatory) • 05/13/2024 09:20:34 PM
- SINTX AND PRODWAYS AGREE ON CERAMIC SLURRY SUPPLY AND 3D PRINTING AGREEMENT • GlobeNewswire Inc. • 04/29/2024 01:14:20 PM
- SINTX Technologies Announces Pricing of $1.5 Million Public Offering of Common Stock • GlobeNewswire Inc. • 04/03/2024 01:00:00 PM
- SINTX Technologies Announces Proposed Public Offering of Common Stock • GlobeNewswire Inc. • 03/29/2024 08:00:00 PM
- SINTX Technologies Announces Pricing of $1.3 Million Public Offering of Common Stock • GlobeNewswire Inc. • 03/25/2024 01:00:00 PM
- SINTX Technologies Announces Proposed Public Offering of Common Stock • GlobeNewswire Inc. • 03/22/2024 12:30:00 PM
- SINTX TECHNOLOGIES ENTERS INTO A SECOND LONG TERM SUPPLY AGREEMENT FOR THE AEROSPACE MARKET • GlobeNewswire Inc. • 02/21/2024 02:00:00 PM
- Form 8-K - Current report • Edgar (US Regulatory) • 02/14/2024 02:00:28 PM
- Form SC 13G/A - Statement of acquisition of beneficial ownership by individuals: [Amend] • Edgar (US Regulatory) • 02/14/2024 01:12:54 AM
- Form SC 13G - Statement of acquisition of beneficial ownership by individuals • Edgar (US Regulatory) • 02/07/2024 09:42:32 PM
- SINTX Technologies Announces Closing of $4.0 Million Public Offering • GlobeNewswire Inc. • 02/02/2024 07:33:00 PM
- Form 8-K - Current report • Edgar (US Regulatory) • 02/02/2024 11:30:20 AM
- Form 424B4 - Prospectus [Rule 424(b)(4)] • Edgar (US Regulatory) • 02/01/2024 10:14:28 PM
- Form EFFECT - Notice of Effectiveness • Edgar (US Regulatory) • 02/01/2024 05:15:22 AM
- SINTX Technologies Announces Pricing of $4.0 Million Public Offering • GlobeNewswire Inc. • 01/31/2024 02:20:00 PM
- Form 8-K - Current report • Edgar (US Regulatory) • 01/31/2024 11:05:14 AM
- SINTX SUBSIDIARY TECHNOLOGY ASSESSMENT & TRANSFER TO DEVELOP 3D PRINTING AND CMCs WITH DEVCOM-ARMY RESEARCH LABORATORY • GlobeNewswire Inc. • 01/30/2024 09:01:00 PM
Last Shot Hydration Drink Announced as Official Sponsor of Red River Athletic Conference • EQLB • Jun 20, 2024 2:38 PM
ATWEC Announces Major Acquisition and Lays Out Strategic Growth Plans • ATWT • Jun 20, 2024 7:09 AM
North Bay Resources Announces Composite Assays of 0.53 and 0.44 Troy Ounces per Ton Gold in Trenches B + C at Fran Gold, British Columbia • NBRI • Jun 18, 2024 9:18 AM
VAYK Assembling New Management Team for $64 Billion Domestic Market • VAYK • Jun 18, 2024 9:00 AM
Fifty 1 Labs, Inc Announces Acquisition of Drago Knives, LLC • CAFI • Jun 18, 2024 8:45 AM
Hydromer Announces Attainment of ISO 13485 Certification • HYDI • Jun 17, 2024 9:22 AM