Yahoo Microsoft: Two Fateful Days in April

msft yhooMicrosoft’s ultimatum expires on April 26th.  If no deal is struck by that date, they are threatening to take their offer to Yahoo’s shareholders and go hostile.    Is it a bluff or a promise? Only a few insiders know for sure.  But before that game of chicken can lead to an incident, two pivotal dates will first pass on the acquisition calendar: April 17th and April 22.  What happens on those two fateful April days may have a more significant impact on what happens next than just about anything else.

April 17th is the day of Google’s earnings announcement.  On the second date, Yahoo will announce results of their own.  Combined, information revealed from the pair of earnings releases will serve as a barometer for the Internet economy. Click to Read More

Yahoos to Microsoft: Still Not Interested (at this price)

no thanksThe thumb wrestling and public positioning continues.  As expected, Yahoo today issued a prompt and dismissive (but diplomatic) reply to Steve Ballmer’s weekend ultimatumYahoo “is not opposed to a transaction with Microsoft if it is in the best interests of our stockholders,” Jerry Yang and Roy Bostock said.  The offer, however, remains too low. Further, they charge that Microsoft’s assertions and threats are misrepresentative and non productive. 

The full text of the 865 word letter is reprinted below. Some of the highlights along with interpretive commentary:

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“3 Weeks!” Microsoft issues Ultimatum to Yahoo

breaking newsOn a Friday Microsoft made public their offer to buy Yahoo at $31 a share.  Yesterday, another Friday, but two months later and with little progress made, reports circulated that Microsoft might be reconsidering its position.   Today, any confusion on that point was removed.  In a letter to Yahoo Board of Directors (copied below), Steve Ballmer explicitly began the countdown: three weeks.  Three weeks and then things get nasty.

The ultimatum issued via the letter demands negotiations be completed and terms reached.  If they’re not, Microsoft will take the offer, likely at a lower price, straight to the shareholders in a tender offer and proxy fight. 

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EA vs. Take Two: Behind the Posturing, Inside the Deal

hostile EA TTWO“The offer is inadequate and not in the best interests of the shareholders.”

That was the tagline when Take Two initially responded to EA’s public tender offer to acquire the company.  Wednesday, the sentiment echoed anew from the boardroom and two brokerages when Take Two formerly rejected the offer.

Supporting the decision legally, the company filed a heavy load of documents with the SEC stating their case, along with supporting (albeit disclaimer laden) fairness opinion letters from Bear Sterns and Lehman Brothers.

It took some time to digest all the paper and put together this detailed review Click to Read More

Corporate Housekeeping: Closings, Hiring’s and other Short Takes

corporate imageOver the course of a week there are always a few news items that don’t warrant front page attention but still merit a mention; things like new hires or deals that finally closed after being widely reported when first announced.  This week with Electronic Arts hiring a COO,the New York Times proxy settlement and deal closings from Clear Channel and Amazon, there have been a handful that fell into that category. Here’s the roundup in one dose:

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Gloves Come Off: TK2 acquisition gets Hostile, EA hits managements wallets

hostile takeoverTake Two may be developing a boxing game but Electronic Arts has a mean left hook.  Today, they showed just how mean by escalating their takeover attempt for the maker of Grand Theft Auto to hostile.  EA also aimed a power punch straight at the jaw of T2’s management team by adding a purchase price adjustment that gives shareholders an ultimatum to decide between fattening their own wallets or those of the company’s management.

At issue is the underlying management agreement through which Zelnick Media is compensated for running Take Two.

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From earnings to sell offs, lawsuits to forecasts:The EA and Take Two Deal Diary

ea ttwo deal diaryEarnings are down but forecasts are up.  The pipeline is good but some big shareholders are selling. Some small shareholders are suing. There are new severance packages but nothing to fear.  “All is well” is the tagline. 

Such is the ongoing saga of Take Two Interactive as they sort through their own issues with the added monkey of Electronic Arts$2 billion takeover offer on their backs.  It’s a story with more twists and turns than an installment of their popular Grand Theft Auto gaming franchise.   Here’s the plot summary for the latest news:

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