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Politics : Formerly About Applied Materials -- Ignore unavailable to you. Want to Upgrade?


To: puborectalis who wrote (29375)4/3/1999 10:56:00 PM
From: Jeffrey D  Read Replies (1) | Respond to of 70976
 
Perhaps the courts will do what the Wisconsin folks couldn't do....give shareholders the right to revoke "poison pill" defense. Jeff

Court Says Holders Can Revoke 'Poison Pill' Defense
By JOSEPH MENN, Times Staff Writer

A federal appeals court has ruled that, at least in Oklahoma, shareholders have the right to overrule company directors and revoke "poison pill" takeover defenses.
The Denver-based 10th U.S. Circuit Court of Appeals last week found in favor of the International Brotherhood of Teamsters, which had sued national grocery distributor Fleming Cos. in order to put such a resolution before other shareholders.
The ruling had been expected since January, when Oklahoma's Supreme Court told the federal panel that the measure didn't conflict with law in that state, where Fleming is incorporated.
The 10th Circuit ruling is a victory for shareholder activists, who view poison pills as a weapon entrenched directors use to protect themselves. It affirms the first federal opinion on the issue, from a lower court in the Oklahoma case, and could be applied elsewhere because Oklahoma law is identical to Delaware law, under which most Fortune 500 companies are incorporated.
For now, the ruling is binding in only the six states covered by the appeals panel, but activists are filing anti-poison pill resolutions that may test the point elsewhere.
At Fleming, the issue is moot: The company has replaced its chief executive and dropped its poison pill.
Under the ruling, there are two exceptions to when shareholders can forcibly prevent poison pills. One is when a company's charter gives only directors control. The other exception is when state law expressly gives directors the right to create pills, which are known formally as shareholder rights plans.
By the Oklahoma court's count, 24 states have such statutes, including New York. Oklahoma, California and Delaware do not.

Copyright 1999 Los Angeles Times. All Rights Reserved
>>



To: puborectalis who wrote (29375)4/4/1999 5:52:00 PM
From: puborectalis  Respond to of 70976
 
Additional good news indirectly.........go AMAT,NVLS and HELX.......Chip Makers First Quarter Seen Solid

By Therese Poletti

SAN FRANCISCO (Reuters) - Even amid signs of weaker-than-expected personal computer demand,
U.S. chip makers are expected to report solid first quarter earnings, as networking and wireless
applications fuel more demand.

So far, only one major semiconductor maker, Advanced Micro Devices Inc. (NYSE:AMD - news), has pre-announced an
earnings shortfall, due to manufacturing problems and pricing pressures in the PC market.

''I think generally earnings are going to be quite solid,'' said Mark Edelstone, a Morgan Stanley Dean Witter analyst.

Edelstone noted that in the fourth quarter, only 24 percent of semiconductor companies reported earnings that were below
Wall Street's expectations, compared with the first half of 1998, where more than half of the chip makers were missing their
numbers, amid one of the most severe industry downturns.

''Utilization rates at semiconductor fabs (fabrication facilities) are increasing and lead-times are starting to expand,'' said Hans
Mosesmann, a Prudential Securities analyst. ''All of this points to what we believe to be the early stages of an industry wide
semiconductor recovery.''

The first company out of the gate will be Sunnyvale, Calif.-based AMD, which has said it will report a ''significant'' loss
Tuesday. The company, hit again by manufacturing problems with certain processing speeds of its K6 processor family, is also
expected to announce a charge for layoffs.

Erika Klauer, a BT Alex. Brown analyst, said she is expecting AMD to announce a $50 million restructuring charge, which will
be taken over the first and second quarters. Excluding the charge, she estimates AMD's loss will come in at about $0.57 a
share.

The following week, all eyes will be on the earnings reported by Intel Corp. (Nasdaq:INTC - news), the world's largest chip
maker, and for its outlook for the second quarter when it reports Tuesday, April 13. Last month, Intel's shares took a
temporary beating, as rumors swept through Wall Street that the Santa Clara, Calif-based firm would pre-announce
lower-than-expected first quarter earnings, due to slowing PC sales.

''I expect Intel to exceed our $1.06 first quarter EPS estimate and deliver to the consensus estimate of $1.10,'' said
Mosesmann. ''The quarter for Intel has been characterized by concerns of a PC industry slowdown which we view as fairly
normal seasonality.''

Edelstone has $1.14 a share as an estimate for Intel and said he believes its earnings will come in line or better, with revenues
down about 1.5 percent from the fourth quarter.

The stock of Dallas-based Texas Instruments Inc. (NYSE:TXN - news) was also hit late last month, as some analysts learned
that TI's sales of chips to disk drive makers were slower than expected during February. But sales of its digital signal
processors, for wireless communications are still expected to be strong with about 20 percent growth in that fast-growing area.

Companies in the programmable logic device (PLD) area, such as Xilinx Inc (Nasdaq:XLNX - news) . and Altera Corp.
(Nasdaq:ALTR - news), whose chips are found in communications devices and networking products, will also fare well, with
strong bookings. The makers of high-speed networking chips, such as PMC Sierra Corp. and Broadcom Corp.
(Nasdaq:BRCM - news) are also expected to have strong earnings.

The following is a list of some major U.S. semiconductor companies and Wall Street's consensus estimates, as compiled by
First Call, which tracks analysts estimates. COMPANY REPORTING DATE CONSENSUS Altera April 14 profit $0.44/shr
AMD April 6 loss $0.56/shr Broadcom Corp. April 22 profit $0.14/shr Cypress Semi April 20 profit $0.07/shr Intel Corp.
April 13 profit $1.10/shr LSI Logic April 20 profit $0.05/shr Motorola Inc. (NYSE:MOT - news) April 13 profit $0.24/shr
PMC Sierra April 15 profit $0.34/shr Rambus Inc. (Nasdaq:RMBS - news) April 12 profit $0.08/shr Texas Instruments April
20 profit $0.62/shr VLSI Technology April 19 loss $0.01/shr Xilinx Inc Q4 April 23 profit $0.25/shr

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