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Technology Stocks : Seagate Technology - Fundamentals -- Ignore unavailable to you. Want to Upgrade?


To: Stu E. who wrote (1971)2/7/2001 2:04:55 PM
From: Starlight  Respond to of 1989
 
Per the prospectus sent out last fall, it says that "SEG stockholders will recognize gain, if any, for federal income tax purposes, but only up to the amount of cash received and, in general, the fair market value as of the closing of the merger of their proportionate share of any amounts paid following the completion of the merger for tax refunds and credits attributable to Seagate and the $150 million of retained cash net of potential Seagate tax liabilities.

Betty



To: Stu E. who wrote (1971)2/7/2001 2:14:42 PM
From: Lynn  Read Replies (1) | Respond to of 1989
 
Dear Stu: Take a look at a section of SEG/VRTS's SEC filing I have copied at the end.

The only reason I do not see how the cash could be considered a return of capital is because some long-term shareholders would then have a negative cost basis in VRTS.

Regards,

Lynn

- The aggregate tax basis of the VERITAS common stock received by Seagate
stockholders in the merger will be the same as the aggregate tax basis of
the Seagate common stock surrendered in exchange therefore, decreased by
the tax basis allocated to fractional share interests for which cash is
received and by the amount of cash consideration received (other than
cash received for fractional share interests) and by the fair market
value of the tax refund right received (unless so-called "open
transaction" treatment applies, as discussed below), and increased by the
amount of gain recognized on the exchange. The aggregate tax basis of the
tax refund rights received by Seagate stockholders in the merger will be
the fair market value of the tax refund right at the time of the merger
(unless "open transaction" treatment applies). Seagate stockholders can
call 1-866-366-2506 to obtain estimates of the amount of cash payable and
the number of VERITAS shares issuable in connection with the merger as
well as the estimated fair market value of the tax refund right.
- The holding period of the VERITAS common stock received in the merger
will include the period for which the Seagate common stock surrendered in
exchange therefor was held.

[copied section from RB posting]

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