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Strategies & Market Trends : TAKEOVER CANDIDATES

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To: JR Medlar, 2nd who wrote ()	7/24/1998 3:42:00 PM
From: Paul Berliner	Read Replies (1) of 34

TW (20th Century Industries). New filings show AIG now owns over 50% after the 7/17 conversion of preferred stock and warrants. The Chmn. of this Co. dropped dead months ago and the Co. is looking for a suitor. AIG has been buying shares on the open market daily for the last 3 months in accordance with the Hart-Scott-Rodino Law allowing AIG to purchase up to 3.3M shares (See all the 13-Ds in EDGAR). Just days ago, AIG purchased a ton of stock from the Fosters, the controlling family of TW for $29 a share. There's no way that other TW Shareholders are going to accept $29 when TW is such a high growth Co. and has traded higher than $29 this year. AIG's bid should be no less than the high 30's. The 2 most recent filings in freeedgar.com mention intent of AIG to account for TW on a "consolidation basis" now that it holds a majority interest and also mentions a motion by AIG to mess with the TW board. There's little reason for AIG to stop there. TW will probably become a wholly-owned subsidiary of AIG after purchase. I expect things to move quickly through the next few weeks.... Also, options trade on both TW and AIG. (Short AIG/Long TW is the plan, though some say the deal could be an all cash transaction). The acq. would be beneficial for AIG, as TW has a strong presence in the SW.

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