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Non-Tech : Amati investors -- Ignore unavailable to you. Want to Upgrade?


To: MangoBoy who wrote (29371)11/25/1997 7:32:00 PM
From: Ed Klar  Read Replies (1) | Respond to of 31386
 
When do we get the opportunity to vote on this acquisition?

Anyone know when we will receive papers?



To: MangoBoy who wrote (29371)11/25/1997 7:53:00 PM
From: MangoBoy  Read Replies (1) | Respond to of 31386
 
[AMTX management retention]

from the 14D-9:

"TI has entered into a retention agreement with Mr. James Steenbergen, Director, Chief Executive Officer, President and Chief Financial Officer of the Company, which is filed as Exhibit (c)(4) hereto, and is summarized below and incorporated herein by reference in its entirety. TI has entered into similar retention agreements with Mr. Ronald Carlini, the Company's Vice President of Corporate Development, and Mr. James Hood, the Company's Vice President of Engineering, which are filed as Exhibits (c)(5) and (c)(6), respectively, hereto. In addition, the Company understands that TI is in the process of negotiating a consulting agreement with Dr. John Cioffi, a director and Chief Technical Officer of the Company. The Company has no knowledge of the terms on which such agreement may be entered into and the execution of such agreement is not a condition to the Offer."

the exhibits basically say that their AMTX options will be converted over to TXN options. Tac Berry and the other officers presumably will leave the company.

mark

P.S. to access the 14D-9, go to freeedgar.com, type AMTX in the "ticker symbols" field, click on "[SEARCH]", click on "Company Filings", and then click on "AMATI COMMUNICATIONS CORP" for the record showing Form Type of "SC 14D9".



To: MangoBoy who wrote (29371)11/25/1997 7:59:00 PM
From: Richard D  Read Replies (2) | Respond to of 31386
 
[Other bidders]

If TI was the only bidder (and a low-ball one at that!) preceding a Westell win, it doesn't look good for another bidder jumping in at this late date. The options market certainly believes the story is over. On the other hand, now everyone knows that TI thinks highly of Amati and its technology, and those threatened by TI owning the intellectual property may step up to the plate to take a swing at Amati. I suspect that these low-ball bids happen all the time and are merely a matter of feeling out the acquiree. When push came to shove, TI paid what it took to block a Westell win.

Regards,

Richard



To: MangoBoy who wrote (29371)11/25/1997 9:36:00 PM
From: pat mudge  Respond to of 31386
 
[Merger agreement]

<<<. they came back in early November with an $18/share bid, and in
negotiations with AMTX the figure moved up to $20/share. i shudder to think what their first bid was...>>>

Actually, I think it was $20. When the Westell ratio was set, I believe it equated to $22.50, making TI's too low. After the Asian crisis, TI came back with $18 and obviously Amati countered.

Thanks for posting FreeEdgar. I've bookmarked it for future use.

As for the break-up fee, I think if another bidder comes forward, they'll have to pay the $16M loan (for Westell fee) and an additional $8M to TI.

And so the plot thickens. . .

Cheers!

Pat




To: MangoBoy who wrote (29371)12/1/1997 1:03:00 PM
From: Peter Piper  Read Replies (2) | Respond to of 31386
 
Still fishing around TI docs (more fun than the Soros stuff)
Texas Instruments DID make a bid on Sep 29, the day before the
Westell/Amati announcement. The question is what was the bid
price for Amati at that time? It couldn't have been lower
that $18 as you are assuming. Why? Because at that time
Amati stocks was already in the $18 range. TI had to have
made a bid higher than the current price during September 29/30.

If you noticed when TI made a bid for Amati at $18 during Nov 4,
Amati's stock price was around $16. In other words the bid has
got to be higher than the current price.

It also seems strange that if TI did make a high bid during
September 29, why did Amati shut them out. They could have
easily bought more time and work the two bidders. Now Amati
shareholders has to pay a 14.8 million fee. That comes to almost
.80 per share cost to us. I don't buy the excuse that Westell
held a deadline gun to Amati's head and Amati couldn't extend.

Anyway, can anybody find out what the bid was for by TI on
September 29?

Peter Piper (your electronic plumber)