Silicon Investor (SI) -- The First Internet Community

STOCKTALK

We've detected that you're using an ad content blocking browser plug-in or feature. Ads provide a critical source of revenue to the continued operation of Silicon Investor. We ask that you disable ad blocking while on Silicon Investor in the best interests of our community. If you are not using an ad blocker but are still receiving this message, make sure your browser's tracking protection is set to the 'standard' level.

Technology Stocks : IDTI - an IC Play on Growth Markets -- Ignore unavailable to you. Want to Upgrade?

To: Terry D. who wrote (10146)	3/22/1999 4:11:00 PM
From: Xianming Liu	Read Replies (1) \| Respond to of 11555

I really wish some institutions can take some actions on IDT's management as TIAA-CREF did for that of Lubrizoil. Anyway, here is the story... TIAA-CREF Goes After Lubrizoil, Battling Takeover-Defense Tactics An INTERACTIVE JOURNAL News Roundup The TIAA-CREF pension system sent a letter to shareholders of Lubrizol Corp. urging them to take away a dramatic takeover defense tactic from management. TIAA-CREF said shareholders should vote to redeem management's "dead hand" poison pill, which prevents a potential acquirer from replacing the current board with directors who could approve an acquisition proposal. "Lubrizol's dead hand poison pill can be redeemed only with the consent of Lubrizol's current directors (or future directors approved by them)," TIAA-CREF wrote in its letter to other shareholders. "Therefore, if Lubrizol's directors were to reject an attractive third-party acquisition offer that shareholders favored, the shareholders would have no ability to replace Lubrizol's directors with directors who would have the power to redeem the pill and allow shareholders to accept that offer." TIAA-CREF continued, "We cannot accept the premise that Lubrizol's current directors (and their nominees) are the only individuals who can accept or reject an acquisition bid for the company. We believe that Lubrizol's directors have wrongfully usurped shareholder power for themselves." At a later point in the letter TIAA-CREF criticized Lubrizol's management for delivering "consistently poor returns" to shareholders. The pension system also urged shareholders to withhold their votes on the company's director nominees at the April 26 annual meeting of Lubrizol, a Cleveland supplier of performance chemicals for lubricants, fuels and other specialty markets. TIAA-CREF, which owns 967,000 common shares, or 1.6% of Lubrizol shares outstanding, said that while Ohio had yet to rule on the validity of dead-hand pills, Delaware had declared them illegal. The pension system, which manages $62.2 billion in assets, also said that Lubrizol's attempt to omit TIAA-CREF's proposal from its proxy statement was rejected by the Securities and Exchange Commission. A Lubrizol spokesperson wasn't immediately available for comment.