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Corporate actions - GMSLA Provision: Difference between revisions
Corporate actions - GMSLA Provision (view source)
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In this case the {{gmslaprov|Lender}} who has lent out over the [[record date]] could not (without prior agreement) oblige the {{gmslaprov|Borrower}} to vote against the {{tag|merger}}, but if the {{gmslaprov|Borrower}} has done so, the {{gmslaprov|Lender}} can, by request under {{gmslaprov|6.7}}, require the {{gmslaprov|Borrower}} to deliver the proceeds of the withdrawal in lieu of {{gmslaprov|Equivalent}} {{gmslaprov|Securities}}. | In this case the {{gmslaprov|Lender}} who has lent out over the [[record date]] could not (without prior agreement) oblige the {{gmslaprov|Borrower}} to vote against the {{tag|merger}}, but if the {{gmslaprov|Borrower}} has done so, the {{gmslaprov|Lender}} can, by request under {{gmslaprov|6.7}}, require the {{gmslaprov|Borrower}} to deliver the proceeds of the withdrawal in lieu of {{gmslaprov|Equivalent}} {{gmslaprov|Securities}}. | ||
===What is a reasonable time?=== | ===What is a reasonable time?=== | ||
There’s no amplification on what counts as a “reasonable time”. You will find scant authority in the law reports about it. Even the FT’s ''Mastering Securities Lending Documentation'' is mute on the subject. So let the [[Jolly Contrarian]] hazard a guess. | There’s no amplification on what counts as a “reasonable time”. You will find scant authority in the law reports about it. Even the FT’s ''Mastering Securities Lending Documentation'' is mute on the subject. So let the [[Jolly Contrarian]], having girded itself with all appropriate [[disclaimer]]s, hazard a guess. | ||
The tension here is that the [[exercise date]] – the latest possible time for exercise – will be ''after'' the [[record date]] — the date on which you had to actually own the {{gmslaprov|Securities}}. And your ability to exercise at all is dependent on having held the {{gmslaprov|Securities}} on the [[record date]]. | The tension here is that the [[exercise date]] – the latest possible time for exercise – will be ''after'' the [[record date]] — the date on which you had to actually own the {{gmslaprov|Securities}}. And your ability to exercise at all is dependent on having held the {{gmslaprov|Securities}} on the [[record date]]. | ||
===The case against=== | |||
If the {{gmslaprov|Lender}} gives notice ''after'' the record date but ''before'' the exercise date, is that a reasonable time? I think you could construct a fairly good argument that it is not, at least if the {{gmslaprov|Borrower}} happens to be short the stock: | If the {{gmslaprov|Lender}} gives notice ''after'' the record date but ''before'' the exercise date, is that a reasonable time? I think you could construct a fairly good argument that it is not, at least if the {{gmslaprov|Borrower}} happens to be short the stock: | ||
*The {{gmsla}} is a [[title transfer]] document designed for [[short selling]]. | *The {{gmsla}} is a [[title transfer]] document designed for [[short selling]]. | ||
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**Why exercise the notice before the exercise time? | **Why exercise the notice before the exercise time? | ||
**It wouldn’t make any difference from the {{gmslaprov|Borrower}}’s perspective. | **It wouldn’t make any difference from the {{gmslaprov|Borrower}}’s perspective. | ||
===The case for=== | |||
Pal, it’s my stock, you borrowed it, you take the risk of all economic performance in the mean time. Your safest way of doing that it by holding it. If you can hold it, you can put in your notice and exercise, no problem. | |||
What do you mean you shorted the security? Who knew? More to the point, who cares? By taking a view you took the risk that something like this would happen. | |||