In September, Prime announced its intent to merge with Calpine on the basis of each Calpine shareholder receiving 2.25 Prime shares for each Calpine share held. A group of Calpine shareholders voiced opposition to the proposal.
At the December meeting, shareholders will be asked to consider an arrangement under which the capital of Prime would be consolidated on the basis of one consolidated share for 2.25 shares outstanding. Under this proposal, Calpine shareholders would receive one share and half of a Prime warrant for each Calpine share exchanged.
The warrants would be for a 1-year period and one warrant would permit the acquisition of one consolidated Prime share at $5.25 per share.
The material being forwarded to shareholders includes a fairness opinion from Goepel Shields & Partners.
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