Walter Hewlett

Hewlett-Packard Co. on Tuesday scored the biggest victory so far in its hard-fought campaign to take over Compaq Computer Corp., winning the endorsement of an influential advisor to big investors. Institutional Shareholder Services said the $22-billion merger was a better bet than a plan by dissident HP director Walter Hewlett for the company to go it alone and reinvest in its profitable printing business.

Hewlett-Packard Co. inched closer Wednesday to finalizing its controversial $19-billion bid to acquire Compaq Computer Corp. after it announced that 51.4% of voting shareholders cast their ballots in favor of the deal. According to a preliminary tally of proxy votes, 837.9 million shares voted in favor of the merger and 792.6 million voted against it. An "insignificant number" of votes remain to be counted, but not enough to sway the deal, HP said.

The Hewlett-Packard Co. board member leading the fight against the firm's $22-billion plan to buy Compaq Computer Corp. said in a filing Thursday that he originally voted for the deal only to help HP get a good price. After blasting the deal for two months, Walter Hewlett gave the Securities and Exchange Commission a preliminary copy of the proxy statement he will use to ask shareholders to vote against the plan. HP and Compaq already have filed their version seeking votes of approval.

Hewlett-Packard Co. scored a major victory in its seven-month struggle to acquire Compaq Computer Corp. on Tuesday when a judge ruled that HP did not mislead shareholders or engage in vote buying to win support. HP's win was sweetened late Tuesday when Walter Hewlett, who challenged the shareholder vote in Delaware's Chancery Court, said he won't appeal the ruling and would drop his challenge of the shareholder vote count.

Hewlett-Packard Co. in a defense brief released Saturday asked a Delaware court to clear the name of Chief Executive Carly Fiorina and dismiss a lawsuit challenging its $18-billion merger with Compaq Computer Corp. Judge William Chandler III of the Delaware Chancery Court is expected to rule today or Tuesday whether to throw out the March 19 shareholder merger vote, which management of the printer and computer maker says it won.

Hewlett-Packard Co. Chief Executive Carly Fiorina said most shares in employee stock programs were voted for the Compaq Computer Corp. acquisition, contradicting claims of widespread worker opposition by dissident director Walter Hewlett. In a memo to employees, Fiorina and Compaq CEO Michael Capellas said they were gratified that according to a preliminary tally of last week's shareholder vote, the $19-billion deal won support of a majority of shares held in HP's employee stock-purchase plans.

Dissident Hewlett-Packard Co. director Walter Hewlett gained ground in his bid to scuttle the Compaq Computer Corp. acquisition, as four state pension funds said they would vote against the Palo Alto computer company's proposed deal. Officials for the New York State Teachers' Retirement Fund, the New York State Common Retirement Fund, the State of Michigan Retirement Systems and the Public Employees' Retirement Assn. of Colorado said they planned to vote their 15.

Hewlett-Packard Co. hired a proxy-solicitation firm as management of the computer maker gears up to fight the co-founders' relatives over plans to buy Compaq Computer Corp. for $20.9 billion. Hewlett-Packard hired Innisfree M&A Inc. to help promote the purchase, a spokeswoman said. Walter Hewlett, a board member and son of co-founder William Hewlett, on Friday hired proxy solicitor MacKenzie Partners Inc. as he considers how strongly to oppose the purchase.

In its most detailed defense yet of its proposed acquisition of Compaq Computer Corp., Hewlett-Packard Co. said Wednesday that most of the revenue at risk from the combination would be in its least profitable operations, including personal computers and low-end network servers. HP said it expects to lose about $4.1 billion in annual sales as overlapping product lines are eliminated and HP shifts more PC shipments to Compaq's direct-to-customer system.

Hewlett-Packard Co. needs to give investors information about which board members might quit if the planned Compaq Computer Corp. purchase doesn't go through, a lawyer for director Walter Hewlett said in a regulatory filing. HP board member Richard Hackborn, a vocal supporter of the $22.2-billion acquisition and of Chief Executive Carly Fiorina, has said he and other managers will resign if shareholders vote against the deal.