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Friday, January 25, 2013 6:57:40 AM
I beleive the Duff & Phelps issue is not absolutely "dead" for us
"The merger agreement provides for a “go-shop” period commencing immediately and ending on February 8, 2013, during which the Company, with the assistance of its financial and legal advisors, will actively solicit and potentially receive, evaluate and enter into negotiations with third parties that offer alternative transaction proposals. It is not anticipated that any developments will be disclosed with regard to this process, unless the Duff & Phelps board makes a decision with respect to a potential superior proposal. There is no guarantee that this process will result in a superior proposal. The merger agreement provides for a break-up fee of approximately $6.65 million if the Company terminates the agreement prior to March 8, 2013, in connection with a superior proposal that first arose during the go-shop period."
( See http://www.duffandphelps.com/Pages/newsDetail.aspx?itemid=596&list=News )
More detail about this go-Shop period clause in the Merger Agreement
"6.2 Acquisition Proposals; Go-Shop Period.
(a) Go-Shop Period. Notwithstanding anything to the contrary contained in this Agreement, during the period beginning on the date of this Agreement and continuing until 11:59 p.m. (Eastern time) on February 8, 2013 (the “Go-Shop Period”), the Company Parties and their Subsidiaries and their respective directors, officers, employees, investment bankers, attorneys, accountants and other advisors or representatives (collectively, “Representatives”) shall have the right to: (i) initiate, solicit and encourage any inquiry or the making of any proposals or offers that constitute Acquisition Proposals, including by way of providing access to non-public information to any Person pursuant to confidentiality agreements on customary terms not materially more favorable in the aggregate to such Person than those contained in the Confidentiality Agreements; provided that the Company shall promptly (and in any event within twenty-four (24) hours thereafter) make available to Parent any material non-public information concerning the Company Parties or their Subsidiaries that the Company Parties provide to any Person if such information was not previously made available to Parent, and (ii) engage or enter into or otherwise participate in any discussions or negotiations with any Persons or groups of Persons with respect to any Acquisition Proposals or otherwise cooperate with or assist or participate in, or facilitate any such inquiries, proposals, discussions or negotiations or any effort or attempt to make any Acquisition Proposals....."
(see http://www.sec.gov/Archives/edgar/data/1397821/000139782112000098/exhibit21mergeragreement.htm )
Take Care
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