To: rudedog who wrote (27418 ) 6/11/1998 1:50:00 PM From: William Hunt Read Replies (1) | Respond to of 97611
THREAD ---OFFICIAL-STRONG VOTE--Dow Jones Newswires -- June 11, 1998 Digital Holders Back Merger As Compaq Becomes Tech's No. 2 By Christopher Grimes NEW YORK (Dow Jones)--Digital Equipment Corp. (DEC) shareholders' vote Thursday to be bought out by Compaq Computer Corp. (CPQ) ended the technology innovator's 41 years as an independent company. Compaq will pay $9 billion for Digital, of Maynard, Mass. The merger creates the world's second-largest technology company, behind International Business Machines Corp. (IBM). Compaq is expected to lay off 15,000 Digital employees, and will fold three of the company's executives into a 12-person executive management team. Robert Palmer, 57, will step down in July after six years as Digital's chief executive. Palmer will receive $6.5 million in severance and is eligible to acquire more than one million Digital stock options, worth about $13 million. According to preliminary results, 72% of Digital shareholders approved the deal. Not all eligible shareholders voted, bringing the percentage down. Of those who did vote, 98% of the shareholders voted to approve the merger, said Dan Kaferle, a Digital spokesman. Richard Gardner, an analyst at Salomon Smith Barney, said there was little doubt that the deal would be approved. He added that Compaq's outlook for 1999 will be key to determining how the company's shares will perform now that the merger is completed. "We believe that a favorable result to the vote will cause Compaq shares to rise this afternoon," he wrote in a research note. The extent of the rise depends, in our view, on how much visibility this afternoon's meeting gives into '99" earnings per share. A meeting is scheduled Thursday afternoon with financial analysts to discuss the company's strategy. Compaq is expected to hold a meeting on Wall Street Friday to set out its new plan to the public. Analysts said that Digital's slide during the personal computer era overshadows a significant legacy as a high-technology innovator. Once the world's second-biggest computer company, the company stumbled when it failed to recognize the shift from minicomputers to PCs. "It's kind of an ignominious death for a company that was one of the big forces in the computer industry," said one analyst. At one time, Digital "had all the luster of a Microsoft or Intel today." Compaq shares were trading down 5/16, or 1.1%, to 28 7/16, while Digital shares were off 3/16, or .3%, to 56 13/16 in an afternoon of down trading in the broader market. BESTWISHES BILL