To: Michael who wrote (3160 ) 1/26/2000 9:55:00 PM From: allen menglin chen Respond to of 3187
The 10.10 deal is pretty firm -- Dallas news today. What happen if I don't sell? Are they going to just put $10.10 in my account for every CPU share? dallasnews.com CompUSA would pay $20 million fee if buyout falls through 01/26/2000 By Leah Beth Ward / The Dallas Morning News Mexican retailer Grupo Sanborns SA de C.V., which is buying CompUSA Inc., would receive $20 million from the Dallas company if the deal isn't completed for any reason. A Securities and Exchange Commission document filed Tuesday disclosed the so-called break-up fee, which would take effect if CompUSA found another merger partner or its board had a change of heart. Such fees are common in sizable acquisitions. Sanborns, controlled by the wealthy Slim family of Mexico, has started its tender offer for 85 percent of the shares of CompUSA it didn't already own, for a value of about $800 million, or $10.10 a share. When the tendered shares are added to Sanborns' previously held stake, the value for CompUSA will be about $1 billion. If everything proceeds according to the details spelled out in SEC documents, the deal could be finished within 20 days. CompUSA officials have said the board of directors unanimously approved the buyout early Monday morning. The company has been struggling to turn around in an environment of dropping personal computer prices and a marketplace where consumers feel comfortable buying computers from retailers with diverse home electronics products, such as Best Buy and Radio Shack. Chances of the deal falling apart appear small. After jumping more than 40 percent when the deal was announced shortly before trading opened Monday on the New York Stock Exchange, shares of CompUSA settled down in trading Tuesday, closing at $9.63, up 13 cents from Monday's close of $9.50. The SEC filing also calls on CompUSA to make available as many seats on the new board of directors as necessary to reflect Sanborns' controlling position. Giles H. Bateman, chairman of CompUSA since 1993, could not be reached for comment. Mr. Bateman long has been an investor in retail companies and is a director of Cheap Tickets Inc., a Honolulu-based company that sells discount tickets for leisure air travel. Other investors are Telefonos de Mexico, Microsoft Corp. and SBC Communications Inc. of San Antonio, the parent of Southwestern Bell. The various companies see merchandising and Internet opportunities in the amalgam of assets.