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RealDutch

10/06/18 7:59 AM

#146561 RE: Chrysanthemis #146558

Any views from the board?



Of course.

Since then it is my impression that the company consistently has claimed that its ownership in TRW amounts to 36.6%



SIAF acquired 23.89% in Q4/2016. That's what the $3.40/TRW share is based on. They had to settle more debt in exchange for another 12% or so resulting in a 36.6% stake. They were already planning to do this. In fact, Solomon accidentally booked 36.6% of TRW profits in Q1/2017. But it turned out that legally, SIAF had the option to acquire 36.6% one year after the carve-out. So they corrected it in Q2/2017 and then they officially acquired the remaining 12% resulting in 36.6% in Q4/2017, one year after the carve-out. So that's what happened.

But this will, unless I miss something, leave SIAF with its current ownership of TRW which will be higher than 18.3%



Yes. The reason why TRW is distributing the shares (and not SIAF) is for tax reasons. That's one.

So what SIAF has to do now, is give 18.3M shares back to TRW and then the debt to SIAF will go up by $62M. The only difference is, it will be real debt instead of account receivables or payables (for TRW) that we have now. That should be the plan. That should be in the press release soon.

Basically, they are turning back the clock... 1 to 2 years. Understand? Because at the time debt was settled in exchange for TRW shares.

That should be the plan. They never made that clear. It's still possible though that they will retain a 36.6% after this distribution. We can't be sure.