To: B. A. Marlow who wrote (6248 ) 3/18/1999 8:16:00 AM From: George Martin Read Replies (3) | Respond to of 19700
BAM - Regarding the SPLIT : Thanks for your response and additional commentary about the timing/rationale for the split announcement, coming as it did on the eve of the NAZ 100 listing. After your commentary, there were a lot different interesting points and points of view raised about this topic. FWIW, I would say if you are correct in your assumption that CMGi ITSELF in fact did not know about the split until after the CC, then your explanation seems to be the most plausible and even makes the announcement "responsible" given the anticipated increased demand with the NAZ 100 listing. If they did know, then I am still left feeling a little puzzled and surprised. I assume this is a piece of information that could be confirmed one way or the other. Regarding the USAI STOCK OPTION at 127, AKA the 17.5 % "NO SOLUTION" !! : I am not very familiar with this sort of "lock in" or "penalty" or "reward". On the face of it, it looks like the manuvering of a master -- BD -- negotiating with a relative novice -- CEO Davis. I would love to hear how that slipped by the board -- every one says BD is a mesmerizing, persuasive fellow !! I have to believe now that the consequences of this option are a like a ball and chain slowing down any rush for competing bids. The prospective bidder theoretically would have to be concerned about BD and his option for 17.5 % (maybe he'll want "more" or some other trade-off or piece of the action) and then address the constituency of DW with his 18.5 %, etc., not to mention the CEO and his tilt. Until that article was posted last night, I was not aware of what at least appears to me to be a very significant complication. Given all this, looks like best scenario as far shareholder value for Lycos, is hope the USAI's bid gets voted down and then proceed with the existing options/alliances on a level playing field, without the 17.5 % "NO SOLUTION." From BD's point of view, it is now clearer when he stated the offer would not upped, that he also felt he had other cards to play or ways to get a payoff. Full disclosure: I had positions in USAI, TMCS, LYCOS, and of course CMGI (by far my largest position of all holdings) at the time of the announced deal. I sold the USAI on the pop, sold the TMCS when it dropped like a rock (ouch !! ouch !!) and held onto the Lycos, hoping for a better scenario. Any comments / other viewpoints would be appreciated --- George Martin