Seeking Alpha
Profile| Send Message|
( followers)  

The amendment of Harbin Electric's (NASDAQ:HRBN) proxy that was filed late Tuesday, Oct 11 could cause some confusion. If anything, it was a positive development, not a negative one.

In Tuesday's SEC filing, HRBN announced that it had reached an agreement to settle stockholder litigation that had been pending in Nevada, which litigation had claimed that the $24 deal price was insufficient. One key component of the settlement agreement was that the plaintiff's attorneys wanted to be able to claim to the world (and to the court, when arguing for their fees) that they accomplished something for shareholders by bringing this litigation in the first place, so the merger agreement has been amended to actually lower the breakup fee (from $22.5mm to $19.8mm) that HRBN (referred to as the "Company") might have to pay to the stalking horse bidder (Tech Full, owned by Yang and Abax, and referred to as "the Parent"), in situations involving some credible party coming along and offering shareholders more than $24, and killing the proposed acquisition by Tech Full but improving outcomes for shareholders.

Let's face it, at this point, that's not going to happen. This is just part of the weird world of plaintiff securities litigation.

The actual significance of this, in my opinion, is that it's just further evidence that the parties are in the process of tying up any loose ends as a prelude to completing the deal in a few weeks.

Source: Harbin Electric Proxy Amendment: More Evidence Of Deal Near Completion

Additional disclosure: I am short HRBN puts.