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Old 08-09-06 | 09:56 AM
  #16  
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TandemGeek
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Originally Posted by donnamb
It's definitely a bummer about the incorporation, though.
The incorporation seems to have been pursued as a remedy for several issues, the most compelling of which appears to be dealing with their debt. Although the following is cross-posted from another thread that's running along the same lines, it may be of some benefit to this thread as well. Please note, this is armchair analysis from watching what's been playing out in the public domain... I'm not an insider.

Anywhat, the reported $2M in withheld (aka, retained) dividends that are associated with Burley's former "cooperative structure" appears to be the crux of the drama playing out as Burley's current leadership team tries to find a way to get itself out of the ditch. Again, in reading the quotes provided from the internal correspondence, it's fairly clear that Burley was making the case for its members support in converting their withheld dividends (and possibly past-due interest payments related thereto) into stock concurrent with the move from a co-op to a privately held corporation.

As a cooperative, those withheld dividends had to be carried on the books as a liability. However, once converted to "stock" in conjunction with the change from co-op to a privately held corporation, that $2M became stockholder equity. The reference to the 1990's underscores that in the past, Burley was probably not as heavily leveraged as it is now and was therefore more attractive to investors.

Although the newspaper article indicated that 8.5 million shares of stock were issued by Burley, unless that was actually the par value of all shares of stock issued -- noting that it wasn't stated that way -- it's hard to know just what the associated value of the company was placed at given that the individual par value of the shares seems to vary, e.g., a non-voting preferred series A has a par value of $250 whereas the series G have a par value of $1. Therefore, it's hard to know the percentage of debt that was moved off the books by this company restructure.
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