June 10, 1989 |
A Delaware judge Friday rejected Paramount Communications' request to temporarily block an anti-takeover clause of the merger agreement between Time Inc. and Warner Communications that Paramount feared could upset its rival $10.7-billion bid for Time. Meanwhile, as the battle of the communication giants ended its third day, Time directors were believed to have set a meeting for Sunday, and there were signs of frantic lobbying by both sides in Washington. On Wall Street, the stocks of the three giant media and entertainment companies were among the five most active in trading on the New York Stock Exchange.
June 16, 1989 |
Directors of Time Inc. and Warner Communications Inc. apparently met separately Thursday to thrash out plans to salvage their merger, but by nightfall, neither company had tipped its hand about the next move. Rumors of the meetings--on the ninth day after Paramount Communications made its surprise $10.7-billion cash bid for Time--provoked long debates on Wall Street about whether Time and Warner can find an expedient solution together, or whether the two companies will ultimately go their separate ways.
June 21, 1989 |
As the battle for Time Inc. shifts to a Delaware court, Paramount Communications said Tuesday that it will file new documents today alleging that Time's $14-billion bid for Warner Communications is, in essence, an illegal effort to entrench management. Time last week spurned a hostile $10.7-billion cash offer from Paramount in order to press ahead with its planned merger with Warner. Time's board altered its original plan to exchange shares with Warner, however, to avoid putting the decision to a shareholder vote.
June 16, 1989 |
Time Inc. today rejected a $10.7-billion buyout offer from Paramount Communications Inc. and launched a tender offer for Warner Communications that values Warner at more than $12.4 billion. In addition, Time filed a lawsuit to block Paramount from taking any steps "to disrupt the merger" of Time and Warner, but Paramount said it will press ahead with its unwanted, $175-a-share bid. They were part of a complicated, three-way battle for Time, which had announced a merger with Warner before Paramount jumped in with its own bid for Time that was launched June 7. A merger of Time and Warner would create the world's largest media company.
June 17, 1989 |
QUESTION: What's at stake? ANSWER: The three-way battle involving Time Inc., Warner Communications and Paramount Communications will determine control of some of the nation's most valuable cable television, movie, publishing and music assets. Q: How did the battle over Time and Warner get started? A: On March 4, Time Inc. and Warner Communications announced an agreement to merge through an exchange of stock valued at $18 billion. The merger was to have created the world's largest communications company.
June 9, 1989 |
The formidable legal teams of Time Inc. and Warner Communications head to court in Delaware this morning to wage what may be an uphill battle to defend their merger agreement against the takeover assault of Paramount Communications. The Time and Warner lawyers must defend an anti-takeover feature of the deal before a court increasingly inclined toward letting shareholders choose between rival takeover bids. Presiding will be Chancellor William T. Allen, who has jarred the takeover world with decisions favoring hostile bidders, but also recently was criticized by the Delaware Supreme Court for tilting toward defending management.