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Technology Stocks : Ascend Communications (ASND)
ASND 212.56+1.2%12:59 PM EST

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To: Maverick who wrote (23250)11/14/1997 11:47:00 PM
From: Gary Korn  Read Replies (2) of 61433
 
Maverick,

You posted the following on the news thread:

Mory mentioned he exercised options recently to thwart some possible hostile takeover (According to SEC rule, there is a black-out period between exec. option exercising and when the M&A takes place). He half-jokingly, half-frankly told he might consider an offer for $100/shr.

I've another CPQ acquisition theory: ASND was in relatively leisurely acquisition talks in September, October. As it neared a deal with CPQ, the possibility of a hostile offer surfaced. Mory took the evasive action you mentioned. (I suspect Ejabat is looking for a takeover that will allow him to continue to run his baby in some way, shape or form...in contrast, he would be horrified at a hostile tender offer that would cause him to be unceremoniously booted from ASND, the very company he nurtured from nothing to $1B in sales.)

To accomplish a deal ASAP after the possibility of a hostile tender offer surfaced -- even though it was delayed by the evasive action taken by Mory -- CPQ quickly dashed off its preliminary 14-C to the SEC on October 24. This allowed CPQ to have an extra 2B shares by 12/11. Weeks later, CPQ submitted a finalized 14-C to the SEC, but it was the earlier filing that got the clock ticking on the approval of the 2B extra shares.

In the meantime, CPQ is accumulating ASND shares in 20K or greater blocks, probably through several MMs. CPQ's "op team" at ASND is led by a trusted individual, one who is an outsider to both ASND and CPQ: Michael Ashby.

On December 11 or 12 (a Friday), a "done deal" will be announced in some form that can preclude or minimize a hostile bid.

This is just a theory. No doubt, December 11 or 12 will pass quite uneventfully. But one never knows.

Gary Korn
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