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To: gpowell who wrote (29393)11/13/2001 1:41:22 PM
From: KailuaBoy  Read Replies (1) | Respond to of 29970
 
Only board members without a conflict of interest voted on the amendment.

Which board members didn't have a conflict of interest? Last time I checked the board was comprised of AT&T employees, Cox employees, Comcast employees, ATHM employees, and Will Hearst. Which ones are you referencing?

Because a change of ownership could prove a detriment to shareholders. It affects the business.

You’re not entitled to compensation. It was simply a stock swap, which resulted in greater control for AT&T.


I didn't mention compensation. I said that it affects the business. In so far as it affects the business, it affects the shareholders and in that case, the board is required to act in the best interest of the shareholders...the ATHM shareholders.

Why should changing the ownership structure increase ATHM management effectiveness?

The statement was hypothetical. Nevertheless, I believe this to be true.


Again, why would it increase effectiveness?

Shouldn't ATHM board members be acting in the best interest of ATHM?

Yes. They have a duty to do so. However, people make mistakes. Ahhaha once said “the market is an exercise in continuing error”, I believe business is a similar exercise.


This is the issue. Was AT&T incredibly stupid, calculated in their intent to drive the company into BK, or a combination of both? I believe it was a combination. Stupid first followed by a realization that it would be better to own the service that ATHM was providing. If what I believe is true, AT&T began knowingly making decisions that adversely affected ATHM at that point. Please explain how AT&T can send an AT&T employee to ATHM as "interim CEO", have him install his people at the top of every organization in "interim positions", spend all ATHM cash on network upgrades, then leave the ATHM CFO to explain how he was off by $30 million dollars in his estimate of the burn rate for 90 days.

I understand the network troubles ATHM was having but what Eslambolchi did is not excusable.


As you recall, Hindery was opposed to ATHM’s media strategy from the beginning, but TJ persuaded Armstrong to continue to go down this path. Mostly ATHM failed due to TJ’s vision and Bell’s ineptitude. Were they acting in ATHM’s best interest – I’m sure they thought so.

Tell me how long Bell would have lasted if you were the sole ATHM board member. Would you have let a man who continually proved to be dumb as a bag of nails run the company if it were your company? I doubt it.

If each MSO represented on the board was acting to the detriment of ATHM and exchanging voting shares so that only one MSO would have a majority of the voting shares, wouldn't that mean that the MSO with all the voting shares would be open to using that majority to benefit them instead of ATHM?

I’m not sure what your saying here. Is there something sinister in the exchange of voting shares that benefited them all? Clearly, Cox and Comcast recognized short-term benefits from AT&T. I don’t see that AT&T gained anything, in fact they lost billions.


I think it's pretty clear. AT&T bought ATHM for $3 billion. They partially offset the sale price by using ATHM cash to fund upgrades until the cash ran out.

For instance, sending someone to be "temporary CEO", that person spending ATHM into bankruptcy without regard to the stated financial picture just outlined by the CFO, and then the temporary employee leaving to go back to AT&T only to act as the lead negotiator in buying ATHM's network because they need cash all of the sudden? That doesn't bother you?

The exchange of ownership occurred before the company was in trouble. So ATHM’s demise and the mere fact of a change in ownership are not directly related. Further, had the media market not plunged ATHM would still be in business. Therefore, the only objective conclusion is that ATHM went bankrupt for a multitude of macro and microeconomic reasons. All fairly well documented on the thread.


You're arguing that the change of ownership and ATHM's demise didn't happen at the same time so they're not related. I don't follow that logic. I'm arguing that the change in ownership set the stage for the board to allow bad decisions and monumentally inept management to be tolerated to the point that it was beyond laughable. Reference the attempted Pogo.com acquisition.

I seem to remember that the spending spree started earlier and never stopped, beginning with Excite and ending only when George couldn't convince anyone to let him blow another $125 million on Pogo.com.

To a certain degree that is true, however the company’s stated goal was focused upon profitably until April 19 2000. After which the goal was growth and establishing brand for excite. In one quarter, Q1 to Q2 2000, operating profit margin went from –5.72% to –35.96%. In hindsight, it was this quarter that set up the company for failure, as this period also coincided with widespread service outages and the well documented e-mail problems.


If I were a board member interested in the success of ATHM I would have put a stop to it right then. You would have as well.

Do you think that ATHM management would have been fiscally responsible if it were not for the exclusivity agreements?

Yes.


You give them too much credit given the track record. They didn't have the ability to make good decisions. That's why I state that ATHM failed in large part by Silicon Quiche (credit ahhaha for that perfect term) management.

I'll stick by my earlier statement that "It's the ownership mixed with Silicon Quiche management that killed the cat". Are we in violent agreement or do you disagree with either half of that statement?

I blame management, not AT&T or the other MSO’s.


I blame fool management and a board of directors that first allowed the fools to continue and then accelerated spending until the company went under so they could purchase what was left for peanuts.



To: gpowell who wrote (29393)11/14/2001 4:11:06 PM
From: KailuaBoy  Read Replies (2) | Respond to of 29970
 
The bondholders case.

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