Regulation Archive

Jun 01, 1996
New safe harbour protection is there for the taking. So why not take it? That is the view of a select number of companies eager to join the bandwagon, who are now tucking forward-looking statements comfortably in between cautionary wads of legal-speak. But most listed companies, and their guarded IROs, prefer to watch reservedly from the sidelines, according to the National Investor Relations Institute. And, as financial analysts eagerly point out, of those co...
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Apr 01, 1996
The birth of Novartis in Basel - with midwives J P Morgan and Morgan Stanley in close attendance - brought whoops of joy from the shareholders of Sandoz and Ciba. No surprise there. Those shareholders can see dramatic cost savings in the offing and have no qualms about the loss of jobs in the pretty northern Swiss town of Basel. A town divided to date solely by the Rhine, there may now be social divisions as well. But no matter. If the pattern at Novartis is anythin...
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Apr 01, 1996
Undertaking a secondary listing can be an extremely risky business. The strategy needs to be well researched and planned to avoid all the pitfalls - and make the most of all the opportunities - another market may have to offer. To guide managements in the right direction, FT Financial Publishing has published a report reviewing the decision process and the main pros and cons of listing abroad. It analyses what different stock exchanges can offer companies and ...
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Apr 01, 1996
The war of words raging between Kirk Kerkorian and Chrysler Corp finally came to a conclusion in February - at least for the foreseeable future. Since Tracinda, Kerkorian's holding company, started pressuring Chrysler over its low stock price in November 1994, the confrontation has taken place on all sorts of fronts. The litany includes a failed bid for Chrysler by Kerkorian last April, a tender offer in June, hard lobbying over stock buy-backs and dividends, a thre...
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Mar 01, 1996
Analysts in the US are generally upbeat about the effect of the current wave of M&A activity, says a recent survey. Most think that the increased number of transactions will bring competitive advantage and growth benefits to the US economy. And the majority of the companies involved in the M&A tussles are expected to reach their strategic objectives. So concluded a majority of the 75 financial analysts interviewed by Cambridge Reports/Research Internat...
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Mar 01, 1996
The incidence of shareholder litigation has exploded in recent years so that a high growth company or one operating in a volatile industry can expect to be hit with securities fraud class action at some point in its life. Recent changes in the law offer some relief: the Private Securities Litigation Reform Act of 1995 aims to protect companies when they provide 'forward-looking' information. It puts a premium on including appropriate risk disclosures when providing g...
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Dec 01, 1995
When wireless telecom company Nextel launched a proxy solicitation to ensure bondholder and stockholder consent to expansion plans that would triple the size of the company, Paul Blalock, executive director of IR, lost a few nights sleep. Assuming their consent was forthcoming, Nextel would claim the largest footprint of any wireless telecom company in America, covering some 250 mn people - or 'pops' in the industry jargon. More importantly, Nextel would...
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Nov 01, 1995
The media mega-merger sweepstakes were launched with a vengeance one Monday morning in late July when Michael Eisner, chairman and CEO of The Walt Disney Company, kicked off a week that would see his company bid $19 bn for Capital Cities/ABC and Westinghouse offer $5.4 bn for CBS. Soon after, Time Warner Inc threw its hat into the ring with its $8 bn bid for Turner Broadcasting System. Despite the stakes, there was little tension in the air that Monday morning...
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Oct 01, 1995
That paragon of disclosure, the Securities and Exchange Commission, has come to the conclusion that too much information can ultimately mean less information. As such, it is seeking public comment on proposals to allow firms to issue abbreviated financial statements in their annual reports and other documents, such as prospectuses and proxy statements. To be fair to the SEC, it hasn't done an about-turn on its disclosure policy. If implemented after the comment...
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Sep 01, 1995
The two of them were sitting in the lounge of a midtown hotel. On the table was an ice bucket which contained a bottle of champagne. Not just any champagne, mind you, but Krug. 'So what are you celebrating?' I asked, hoping to be invited to sit down and share what was left in the bottle. 'Well, it's not official yet,' came the reply, 'but I suppose we can tell you. We're getting together.' Greg and Tim were very similar. Both were in their mid-30s and h...
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