RE: away with the fairies6 Jun 2022 07:00
Zoros regarding the 5% FMV option you state
"5% fmv: If/when it goes to arbitration, the Valmin code WILL be used. It will be accepted by both parties as THE authoratative means to an end, namely that the arbiter will assess both fmv figures from NCM and GGP and he/she will decide on one or the other. There will be no middle ground figure. Both parties WILL agree to this figure if the transaction is to proceed and NCM will have 30 days in which to prosecute the deal."
I don't think your statement that both parties will agree to this figure if the transaction is to proceed is correct. As I understand it GGP do not have to agree to the arbitrator's valuation in order NCM to exercise their option to buy the 5%. NCM can refuse to buy but GGP cannot refuse to sell. Effectively no agreement between GGP and NCM is required on the 5% FMV decided by the arbitration process. The transaction proceeds if NCM decides it does.