This may be a moot point now, given developments over the past week or two, but …
On Jan 26 in your response to MKL you stated:
“I meant Oliver Press Partners owns 3,569,360 shares of HSSO. See this filing right at the bottom of the page. But SIBL does own 20% of HSSO because SIBL has been providing HSSO with equity in excess of $12m for several years.”

However, my reading of that filing is that this was reporting the proxy agreement among OPP and several other holders of Emageon shares to have them voted in favor of the acquisition of Emageon by HSS.

Your comment on Jan 26th made me wonder about any possible OPP ownership relationship on both sides of the HSS-Emageon deal. It seems that this filing does not raise such a possibility.

It seems OPP is just the “Activist Investor” they claim to be, and they got burned in this deal by a situation they knew nothing about.

Is there anything I am missing here?

http://blogs.salon.com/0001330/2009/02/09.html#a4205

DISK is definitely not a good opportunity as they just released the following press release concerning their proposed merger on Feb. 2nd: http://www.businesswire.com/portal/site/google/?ndmViewId=news_view&newsId=20090129006396&newsLang=en

Thanks a lot for the info. I wont be looking at it now. You also raise very good points in how to study mergers and the depth of research it requires.

DISK is not a good opportunity. If you look at the merger agreement, DISK is being acquired by “The Concieived Group” which has no assets. The Conceived Group is a wholly owned sub of NYX, which has very limited assets (i.e. not nearly enough to pay for the acquisition of NYX). NYX in turn is a wholly owned sub of Q-Black, which is a privately held entity without publicly available financials. So you can’t see if Q-Black is a worthy counterparty that can actually close on the transaction.

In addition, the equity commitment letter between Q-Black and NYX is not disclosed so you can’t see if there are any financing outs. The financing language in the merger agreement does not adequately address the financing and counterparty risks; but in any event one always wants to be able to read the equity / debt commitment letters first hand to see what outs may exist. I have not read the rest of the Merger Agreement to see if there are other flaws with the transaction as this was enough for me to say “pass”

Just reporting the facts, and that’s one of them… Would like to be a computer sometimes.

Will take a look at DISK if EMAG closes on Feb 11. Since there is still a shareholder vote, I’ll wait until that passes as well as any other approval.

I meant Oliver Press Partners owns 3,569,360 shares of HSSO. See this filing right at the bottom of the page. But SIBL does own 20% of HSSO because SIBL has been providing HSSO with equity in excess of $12m for several years.

The waived conditions are “Sections 6.2(a), (c) and (d) of the Merger Agreement”.

I missed out on my order today. Will have to set it again tomorrow.