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Technology Stocks : BORL: Time to BUY! -- Ignore unavailable to you. Want to Upgrade?

To: John Solder who wrote (9670)	4/2/1998 5:56:00 PM
From: David Miller	Read Replies (1) \| Respond to of 10836

10K now accessible on Edgar. Can somebody out there please help me understand the impact of the Class B stock and warrants? I read the section three times and I am none the wiser. Also some information on the diluted/undiluted numbers would be appreciated - I thought that the fully diluted number took into account the impact of future and potential conversion of options, warrants etc., but nothing seems to balance. Any help would be appreciated. david

To: John Solder who wrote (9670)	4/3/1998 7:42:00 AM
From: David Miller	Respond to of 10836

I'm confused. Extract #1 from the 10K: "In connection with its acquisition of Visigenic, the Company anticipates incurring approximately $10-20 million of merger and consolidation charges for the quarter ending March 31, 1998." That's a pretty conservative spread, given the amount of time they have had to get an idea of the costs of the merger. I don't think a margin of error of $10million inspires much confidence. Then there is Extract #2: "During the fiscal year ended March 31, 1997, the Company recorded restructuring and merger related charges totaling $18.9 million. As I recall (and the 10K confirms), this consisted of four separate events: OEC's restructuring charges of $1.1 million (included as pooling of interest); the 15% workforce reduction of October 1996, $2.9 million; the 30% workforce reduction of February 1997, $6.0 million, and "in connection with the acquisition of OEC", $8.9 million. That $18.9million enabled them to downsize by over 400 people in two tranches, and close the entire development facility in Boston. It is at the upper end - but within the range - of the estimate for the Visigenic acquisition. Surely Borland is not anticipating the same level of upheaval again? david