From the media we understand that ARMZ is not happy that other shareholders would not accept the Mantra deal. This means that other shareholders are not dumb & are are not interested to own the blunder of ARMZ.  Other shareholders are smart enough to figure out that Mantra assets are not in their best interest because ARMZ overpaid for them they are also smart enough to figure out the ARMZ is not paying a fair price & will vote down the deal. They might even vote down the second offered price if it is just a few cents & not good enough. Some of the retail investors are thinking that all other shareholders of UUU are a herd & cannot figure out if this deal is opportunistic. I will be very surprised if they will get 66 % of the yes vote. One more thing that $45m breakup fees is not triggered if shareholders vote no.  That fees is triggered if UUU accepts another deal. Most institutions have recommended that his price is not fair & should be vote down. In view of the above I do not know how ARMZ will get those 66 % votes. The votes of the board & officers are not going to cut it.