Sunday, November 16, 2008

Three brief items

1. Grey Wolf Inc., a provider of oil and gas land drilling services HQ-ed in Houston, plans to merge with Precision Drilling Trust, of Calgary, Alberta, Canada.

Shareholders of record as of Oct. 27 will meet on December 9 to approve of the merger agreement.

I don't as yet see that anybody is actively opposing this. I may be missing something, because when I see a company issuing a press release as Grey Wolf did last week saying that two proxy advisory sevices have recommended shareholders approve its impending merger, I tend to imagine there is a fight underway.

When I did an EDGAR search just now I saw a lot of items described thus: Additional definitive proxy soliciting materials and Rule 14(a)(12) material but nothing that says "non-management proxy soliciting materials."

Darn, no fight. "Nothing to see here people. Move along."

2. Carl Icahn hovering over Lions Gate.

Lions Gate Entertainent Corp. is an independent film and television studio behind the cable series "Mad Men" and "Weeds." On November 10 it reported second quarter earnings,. They were below Wall Street's expectations.

This news didn't cause a budge in the stock price (NYSE: LGF). The stock continues to tradfe in a range betwen $6.25 and $6.75.

One factor that tends to keep traders interested in a stock is that Carl Icahn is hovering about, whichis the case here. Icahn bought a large stake in the stock last month, and some fruther news from him is considered likely.

Lions Gate issued three movies in the second quarter that had disappointing box office: My Best Friend's Girl; Disaster Movie; Bangkok Dangerous. Not so boffo.

3. Plaintiffs' bar in securities litigation suffers a defeat in F-cubed action before the 2d circuit.

The 2d circuit has upheld the dismissal of a class action brought against National Australia Bank Ltd. in New York.

NAB is (as you might have guessed from the name) an Australian financial corporation, which has suffered significant losses on mortgage-related investments in the US. NAB is listed on the Australia Stock Exchange. This lawsuit was brought in a federal court in New York by foreign investors, for blatant forum shopping reasons.

These are called F-cubed because such cses have three indicia of foreignness: foreign issuer, foreign plaintiff, foreign exchange listing. The alleged nexus to the US is only that the defendant made bad investments in the US. The second circuit says this isn't enough.

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