As previously announced, the Board instituted a short-term Stockholder Rights Plan in January to protect unaffiliated stockholders from any efforts by SRS to obtain effective control of Avis Budget Group without paying a
control premium or to block a transaction the Board believes is in stockholder interests.
Fleming said it's possible SandRidge mentioned the
control premium in its letter to ensure there is a premium paid.
The Rights Plan is intended to preserve the Company's ability to evaluate and pursue all strategic actions and prevent SRS Investment Management, the Company's largest stockholder, from obtaining effective control without paying a
control premium.
The rights plan will enable all Walter stockholders to realise the full value of their investment in the company and to reduce the potential risk of any person or group gaining control of the company by open market accumulation without paying a
control premium for all shares, it said.
The offer values the company at nine times its 2015 reported EBITDA, which represents a significant
control premium compared to recent valuation multiples in the battery industry.
The rights plan is intended to enable all Walter Investment shareholders to realize the full value of their investment in the company and to reduce the potential that any person or group could gain control of the company by open market accumulation or other tactics without paying a
control premium.
Conversely, large public companies were almost nine times more likely to rely on general market studies when supporting their
control premium assumptions.
It is also designed to reduce the likelihood that any person or group would gain control of Nuance through open market accumulation or other coercive takeover tactics without paying an appropriate
control premium.
In its petition filed with the Tax Court, the estate argued that the marital deduction for the 51 percent bequest to the surviving spouse should be increased by a
control premium of 38.
Only recently has research focused on the concept and measure of the
control premium, although this concept may be an outgrowth from the idea of stakeholder expropriation (Pautler & O'Quinn 1993).
The only substantive change is that the Icahn Group is now bidding for full control of the company t without offering a meaningful vision, without demonstrating a relevant track record of industry experience and without paying a
control premium.
Our valuation of the company is about 300 pence, which even allowing for a
control premium would result in a possible offer just below 400 pence," Fox-Davies Capital said in a note.
