Word: pergamon
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...heart of the dispute are Pergamon's profits. Under the accounting formula used by Maxwell, Pergamon had 1968 pretax profits of $5.04 million. But a special audit by Price Waterhouse, published two weeks ago, placed 1968 profits at only $1.2 million and Pergamon's year-end assets at $10.8 million rather than the $16.9 million originally reported...
Error of Judgment. How could Price Waterhouse's reading of the books differ so greatly from Pergamon's, which was audited by the respected British firm of Chalmers Impey? One reason is the failure of a Pergamon affiliate, International Learning Systems Corp., an encyclopedia company, which lost $8.5 million in 27 months-a fact that did not come to light until two months ago because the books had not been kept up to date. Pergamon is writing off the $5,000,000 it invested in International Learning; Maxwell admits that failing to provide adequate management for the venture...
Another reason is that Price Waterhouse wants Pergamon to write off $560,000 of reported profits from sales to companies controlled by Maxwell and his family. Maxwell, who still owns 27% of Pergamon's shares, dismisses many of the Price Waterhouse adjustments as "technical in nature." Says Maxwell: "These public companies were not milked. Trading was to the advantage of Pergamon...
...Price Waterhouse report also places Steinberg in a delicate position. To oust Maxwell from the Pergamon board. Steinberg obtained the backing of institutional investors who owned 15% of Pergamon's shares. Their price was an assurance that Leasco would bid for the shares it does not own within 60 days of receiving the Price Waterhouse report. Despite the dubious outlook for Pergamon's profits, Steinberg will soon have to make a bid, not only because he is committed to do so, but also because he has a $22 million investment to protect...
Underneath the curious financial structure of Pergamon is a sound publishing business with an impeccable reputation in the scientific community. "Despite everything, we are still keen on Pergamon," said Steinberg last week. "The editors and publishers are highly competent, and the long-run future looks good if we can get through this difficult time." Still, says Steinberg, the next time he tries to acquire a British company, he will be sure to tune in on the talk at a Fleet Street...