NCR says it will talk to A.T.&T.; with shareholders due to meet soon, a deal seems likely

Article Abstract:

Analysts say NCR's decision to enter into negotiations with AT and T over the two companies' long standing takeover feud indicates that a settlement of some sort is imminent. The move by NCR, which has long avoided negotiations, comes just four days before the company's special shareholder meeting to consider AT and T's takeover offer. AT and T has recently raised its acquisition offer to $100 a share if the stockholders vote out NCR's board with an 80 percent vote at the meeting; if the vote is less than 80 percent AT and T will revert to its $90 a share offer. Total cost of the acquisition would be $6.77 billion at the higher offer and $6.09 billion at the lower price. NCR has long contended that the $90 a share bid is far to low, citing instead the figure of $125 a share. Analysts believe that should the deal be finalized the price will be in the $105 to $110 a share range.

Negotiations, Stockholder, Price, Acquisition, Negotiation, Board of Directors

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NCR accounting tactic could hurt any merger

Article Abstract:

AT&T's attempted takeover of NCR continues to be thwarted by the NCR board of director's tactics. A move that was instigated by the board early in the battle may actually now backfire, and prevent the computer manufacturer from getting a top offer for its shares. If AT&T could negotiate a friendly acquisition rather than a hostile takeover, it could avoid a 'good will' payment to the tune of $4.3 billion. Good will is the difference between the market value of the company being acquired, and the company's tangible assets at the time of the deal. To qualify for the more favorable accounting measure, called 'pooling', AT&T would have to satisfy the Securities and Exchange Commission on a number of issues. Many analysts feel that early anti-takeover measures by the NCR board may have already done the damage to prevent a friendly takeover occurring.

Computer peripheral equipment, not elsewhere classified, Planning, Acquisitions and mergers, Accounting, Strategic Planning

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