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HUBUS133 Alpha Group Capital Inherent Uncertainty of Appraisal Proceedings The outcome of Appraisal Proceedings is fundamental to the Strategy, and these are outcomes that are inherently uncertain. Hudson Bay Capital could have successfully identified a Corpo
rially below the Fair Value, but the Appraisal Proceeding resulted in a costly or failed outcome due to procedural impediments, the poor quality of the Corporate Value Fund's legal representation, judicial discretion and/or other factors. Even if Hudson Bay Capital's investment analysis of a transaction is accurate, this
the MI Fair Value). Such right of the Acquiror to make a Prepayment Option Amount payment may or may not be available to Acquirors with respect to Appraisal Proceedings not brought in Delaware. The Corporate Value Fund will only use leverage when it acquires an Investment with the consent of the Institutional Inve
e it is finally adjudicated. In certain circumstances, under Delaware Law the Acquiror may exercise the option to prepay all or certain portions of the Corporate Value Fund's Investment at the Transaction Price after the Appraisal Proceeding commences, but prior to its resolution (a "Prepayment Option Amount"), in order
Corporate Value Fund is not restricted as to the jurisdiction in which it may bring an Appraisal Proceeding, and may make substantial investments in Appraisal Proceedings in jurisdictions (including non-U.S. jurisdictions) in which the applicable Law is not as well settled (or not as favorable to the Corporate Value
n unpredictable amount of time — often as long as several years. Hudson Bay Capital may, in certain situations, attempt to agree upon a payment for the Corporate Value Fund's holdings in the Target with the Acquiror and settle the Corporate Value Fund's interest in the Appraisal Proceeding. The Acquiror may also prepay t
publicity than many other alternative investment strategies. There are typically material and ongoing litigation/adversary proceedings involved in Appraisal Proceedings, and a number of critics have argued that the Strategy is not consistent with the purpose of the laws relating to Appraisal Proceedings — i.e., pre
hich would correspondingly reduce the Strategy's profit potential. Dyferent Legal Protections Although Hudson Bay Capital expects that the bulk of the Corporate Value Fund's Investments will be in Targets/Acquirors subject to Delaware Law, a number may not be. The laws in different jurisdictions (for example, other stat
Entities connected to both Appraisal Proceedings and the Corporate Value Fund's