Replies to post #64 on Valley Community Bank (fka VCBC)

[Phaedrus77]

I believe it means that the # of shares received will depend on Bay's book value/share and not the market value/share.

So if Bay is trading above book value, you'd receive more than $4.15 in market value.

[56Chevy]

Basically there are 3 types of acquisition terms when a company buys another. Some are in "all cash"...some are in "all stock"... and some are a combination of "cash & stock".

This offer from BCML is an all stock offer...meaning if you still hold VCBC shares when this deal is complete you will receive four dollars and fifteen cents ($4.15) worth of BCML stock...and the exchange rate will be based on what the book value of BCML is at month end prior to closing. So if for example the deal is completed Feb. 7th of 2015 then whatever the book value of BCML was the last day of January will be the number they use to do the math.

Since each stock sells at a different market price and they each have their own individual book value it cannot be a one for one exchange rate. It will have to be a fractional exchange.

I haven't put a pencil to it yet but to keep the math simple...purely hypothetical... let's say the book value of BCML is an even $12.45 @ share...the company is offering us $4.15 in value for our shares...then the exchange rate would be 3 for 1. In this example if I held 3,000 shares of VCBC today and I don't sell then I will receive 1,000 shares of BCML the day the deal is complete.

Hope this makes sense ;)