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Technology Stocks : Newbridge Networks -- Ignore unavailable to you. Want to Upgrade?

To: Serge Collins who wrote (13944)	10/26/1999 9:11:00 PM
From: Rob Riordan	Read Replies (1) \| Respond to of 18016

The merger agreement clearly stipulates that Stanford shareholders are to receive $30 of Newbridge stock plus (CVR). Newbridge would have to postpone the special meeting and rewrite the agreement in order to do this. Now that would be a major blow to their credibility, or rather, what little credibility they have left. Hey Serge - why would that be a blow to their credibility? If two companies want to change their deal it is pretty easy to do so, all they would need to do is call a special board meeting. A cash deal would help NN as it would remove the uncertainty of the deal and remove the dilutive effect of using stock. I think no deal at all or using more stock than originally planned would be a much bigger blow to their credibility. Rob

To: Serge Collins who wrote (13944)	10/27/1999 12:01:00 AM
From: pat mudge	Read Replies (1) \| Respond to of 18016

From the SEC documents: If the average closing price of the Newbridge common stock falls below $24, the exchange ratio will be 1.25, unless Newbridge agrees to increase the exchange ratio so that you will receive Newbridge shares with a value of at least $30 (not including shares issued for the contingent value) for each share of Stanford common stock that you own. If Newbridge does not agree to adjust the exchange ratio, Stanford Telecom will have the right to terminate the merger agreement without completing the merger.