| Title: | Biomet, Inc. (M&A Insight Note) |
| Price: | $100.00 |
| Publication Date: | Jul 09, 2007 |
| Company: | Biomet, Inc. |
| Report Type: | M&A Insight Note |
| Brief Excerpt: | ...M&A Insight note dated June # for a discussion of the pe rceived advantages of the tend er offer structure in today s contentious M&A environment. Because ISS has been specifically engaged by its clients to provide recommendation on proxy ballot items, ISS historic ally has refrained from making recommendations with respect to tender offers. However, we not e there is no analytical difference between evaluating a merger proxy and evaluating a tend er offer. ISS is currently canvassing its clients to determine whether or not th ere is a market demand for tender offer recommendations, and ISS reserves the right to issue such recommendations in the future. In the meantime, ... |
| Word Count: | 2266 |
| Length: | 7 Pages |
| Ticker: | BMET |
| Related Report(s): | - Biomet, Inc. (Corporate Governance Quotient (CGQ)): $250.00
...The board is controlled by a majority of independent outsiders (independent outsiders greater than ##%) The nominating committee is comprised solely of independent outside directors The compensation committee is comprised solely of independent outside directors The company has a committee that oversees governance issues and the committee met in the past year There are between nine and ## directors serving on the board The CEO serves on the boards of two or fewer other companies No former CEO of the company serves on the board The performance of the board is reviewed regularly Outside directors meet without the CEO present and the number of meetings of the outside directors is specified A board approved CEO succession plan is in place Board members have express authority to retain outside advisors All directors attended at least ##% percent of the board meetings in the past year or had a valid excuse for absences if less than ##% of the meetings were attended... - Biomet, Inc. (M&A Insight Analysis): $450.00
...Since the announcement of th e transaction, the fundament als of the hip and knee reconstruction market have improved. Alt hough the trauma and spine business remains weak, prior to the deal announcement anal ysts appeared to expect a turnaround. Morgan Stanley s fairness opinion is made as of a date prior to announcement, and in this case, prior to the significant peer group rall y. Shareholders may reasonably wonder why the company has not requested that its advi sor bring down its opinion to reflect the changed fundamentals. The board has tied its own hands it cannot recommend shareholders vote against the deal absent a supe rior offer. In addition, appraisal rights are unavailable. As such, the material benefici al change inherent in the peer group rally can only be captured if BMET shareholde rs vote down the current offer. Although the deal terms appear fair as of the time of the deal s announcement in December, the rally of the peer group and the in-line...
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