Word: cash
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Dates: during 1980-1989
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...breached their responsibility to company shareholders by converting the Time- Warner deal from the originally proposed stock swap, which required shareholder approval, into a two-stage leveraged takeover, which needed no such vote. The change gave Time shareholders no opportunity to choose between the Warner merger and Paramount's cash. But Allen found that the board's moves were consistent with Time's long-term plan to merge with Warner. He wrote, "The corporation law does not operate on the theory that directors, in exercising their powers to manage the firm, are obligated to follow the wishes of a majority...
...hear the final arguments in the case ! on July 24. The appeal prevented Time from purchasing 100 million of Warner's nearly 200 million shares in a $70-per-share tender that had been scheduled to expire this week. Time would acquire the remaining Warner shares later for cash and securities...
...pull off the deal, Goldsmith and his partners propose to borrow nearly $17 billion. Drexel Burnham Lambert will raise $6.4 billion through a junk- bond issue, and Bankers Trust will assemble a consortium of banks to provide the rest. Yet B.A.T investors would get no cash for their 1.5 billion shares. Instead, Goldsmith and his partners, bidding through a company called Hoylake Investments, would pay B.A.T shareholders a combination of Hoylake stock and loan chits worth $13.82 a share (B.A.T stock was trading at 11.28 in London before the deal was announced). Hoylake would pay down the debts by selling...
...which could deliver a windfall to Time stockholders. There were also expressions of concern about the debt of up to $14 billion that will burden the Time-Warner combination. Although the initial merger deal had been hailed for being debt-free, Time Chairman J. Richard Munro argued that the cash flow of the two companies will be adequate to service the debt. "We hope we can avoid layoffs and asset sales," he said. "The best way to pay off the debt will be through growth." Several shareholders had said they would vote against the re-election of four directors, including...
State-sponsored gambling is nowhere near the bonanza for states it has been sold as. Illinois and Ohio, among other states, have reduced tax-paid financing of schools as the lottery cash came in. "So," says James Smith, superintendent of the Wolf Branch School in Belleville, Ill., "the real benefit is zero." Less than zero, actually. Smith complains that he cannot get a bond issue authorized because local officials think that schools are rolling in lottery money. Says Thomas Cummings, head of the Massachusetts Council on Compulsive Gambling: "Before this thing is through, there will be a legal bookie...