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acquired by the Corporate Value Fund in the market or (ii) Hudson Bay Capital's analysis indicates that the Transaction Price agreed to between the Target and the Acquiror, is below the Fair Value that Hudson Bay Capital believes is likely to be determined in an Appraisal Proceeding. The Corporate Va
nd a position established, Hudson Bay Capital may seek to "perfect" the Corporate Value Fund's right to be granted an appraisal of its shares in the Target. Hudson Bay Capital will base its determination of which Targets to select on Hudson Bay Capital's analysis of its legal rights, as well as the eco
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
gy because of the often precise and detailed analysis needed to determine whether the Transaction Price — which has, after all, been accepted by the Target's management — is meaningfully below Fair Value. Once the Fund is committed to an Appraisal Proceeding, the Corporate Value Fund will hold an effe
cilitate its hedging activities. Hedging The hedging transactions in which the Corporate Value Fund will engage may not be effective in mitigating the Corporate Value Fund's risks. Furthermore, Hudson Bay Capital may choose not to hedge certain risks (in whole or in part) or determine that doing so would be economically
ing to Appraisal Proceedings — i.e., prevention of the oppression of minority shareholders (not providing profits to speculators which invest in the Target solely with the objective of profiting from the Appraisal Proceeding). This scrutiny and adverse publicity could result in changes in law in a numb
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 Target and the Corporate Value Fund's