The boards are limited in what they can do by the democratic process and the Incorporations charter. The board can not issue a binding counter or accept the offer without a vote. They can negotiate a TENTATIVE DEAL to be ratified by the shareholders, They can recommend as a board or even as individuals of the board, a course of action ie accept or reject or amalgamate or .......any of the above. None of these actions are binding on the company unless and until the shareholders vote.
The board can only recommend the acceptance or rejection of cliffs offer, or offer an alternative. That is what they are doing with the sale to KWG at this point in time a better offer(IMO)
You recall when NOT made the offer for FWR THE BOARD made a release requesting the shareholders hold off on tendering, and came back with a counter they had solicited from CLIF's. the board recommended the deal. It was not consumated until after the board meeting and VOTE.
This case is a little different from the FWR deal because in that case there was a 3rd party CLFS\FWR\NOT and counter offers galore sometimes written in language and changes that were minimal. In this case Clifs offer has the distinct possibility of dividing the parties and conquering them individually. If one sells the other is basically screwed.
Cliffs also knows if they control this chromite position they have the market cornered. They will have the suply to control the prices and the competition.
VERRY IMPORTANT PLAY.
This "sale" recommended by the board to KWG is the only way both can be treated fairly.
